SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 24, 2000
RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC. (as seller under a Pooling and
Servicing Agreement dated as of February 1, 2000 providing for, inter alia, the
issuance of Mortgage Asset- Backed Pass-Through Certificates, Series 2000-RZ1)
RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 333-91561 41-1955181
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
8400 Normandale Lake Blvd.
Suite 600
MINNEAPOLIS, MINNESOTA 55437
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code, is (612) 832-7000
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Exhibits:
1. Pooling and Servicing Agreement, dated as of February 1, 2000
among Residential Asset Mortgage Products, Inc., as seller, Residential Funding
Corporation, as master servicer and Bank One, National Association, as trustee.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
BY:
Name: Julie Steinhagen
Title: Vice President
Dated: March 7, 2000
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
BY: /S/ JULIE STEINHAGEN
Name: Julie Steinhagen
Title: Vice President
Dated: March 7, 2000
<PAGE>
EXHIBITS
RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.,
Depositor,
RESIDENTIAL FUNDING CORPORATION,
Master Servicer,
and
BANK ONE, NATIONAL ASSOCIATION
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of February 1, 2000
Mortgage Asset-Backed Pass-Through Certificates
Series 2000-RZ1
<PAGE>
TABLE OF CONTENTS
Page
ARTICLE I
DEFINITIONS
SECTION 1.01DEFINITIONS..........................................4
Accrued Certificate Interest...............................4
Adjusted Mortgage Rate.....................................4
Advance....................................................4
Affiliate..................................................5
Agreement..................................................5
Amount Held for Future Distribution........................5
Appraised Value............................................5
Assignment.................................................5
Assignment Agreement.......................................5
Available Distribution Amount..............................5
Bankruptcy Amount..........................................6
Bankruptcy Code............................................6
Bankruptcy Loss............................................6
Book-Entry Certificate.....................................6
Business Day...............................................6
Cash Liquidation...........................................7
Certificate................................................7
Certificate Account........................................7
Certificate Account Deposit Date...........................7
Certificateholder or Holder................................7
Certificate Insurer Premium................................7
Certificate Insurer Premium Modified Rate..................7
Certificate Insurer Premium Rate...........................8
Certificate Owner..........................................8
Certificate Principal Balance..............................8
Certificate Register and Certificate Registrar.............8
Class .....................................................8
Class A Certificates.......................................8
Class R Certificate........................................8
Class R-I Certificate......................................8
Class R-II Certificate.....................................9
Class R-III Certificate....................................9
Class R-IV Certificate.....................................9
Class SB Certificates......................................9
Closing Date...............................................9
Code .....................................................9
Compensating Interest......................................9
(i)
<PAGE>
Corporate Trust Office.....................................9
Cumulative Insurance Payments.............................10
Curtailment...............................................10
Custodial Account.........................................10
Custodial Agreement.......................................10
Custodian.................................................10
Cut-off Date..............................................10
Cut-off Date Balance......................................10
Cut-off Date Principal Balance............................10
Debt Service Reduction....................................10
Deficiency Amount.........................................10
Deficient Valuation.......................................11
Definitive Certificate....................................11
Deleted Mortgage Loan.....................................11
Delinquency Ratio.........................................11
Delinquent................................................11
Depository................................................11
Depository Participant....................................11
Designated Subservicer....................................12
Destroyed Mortgage Note...................................12
Determination Date........................................12
Disqualified Organization.................................12
Distribution Date.........................................12
Due Date..................................................12
Due Period................................................12
Eligible Account..........................................12
ERISA ....................................................13
Event of Default..........................................13
Excess Bankruptcy Loss....................................13
Excess Cash Flow..........................................13
Excess Fraud Loss.........................................13
Excess Loss...............................................13
Excess Overcollateralization Amount.......................13
Excess Realized Loss......................................13
Excess Special Hazard Loss................................13
Extraordinary Events......................................14
Extraordinary Losses......................................14
Fannie Mae................................................14
FASIT ....................................................14
FDIC ....................................................15
Final Scheduled Distribution Date.........................15
Freddie Mac...............................................15
Final Distribution Date...................................15
Fitch ....................................................15
Foreclosure Profits.......................................15
Foreclosure Restricted Loan...............................15
(ii)
<PAGE>
Fraud Loss Amount.........................................15
Fraud Losses..............................................16
HomeComings...............................................16
Independent...............................................16
Initial Certificate Principal Balance.....................16
Insurance Account.........................................16
Insurance Agreement.......................................16
Insurance Proceeds........................................16
Insured Amount............................................17
Insurer...................................................17
Insurer Account...........................................17
Insurer Default...........................................17
Interest Accrual Period...................................17
Interest Distribution Amount..............................17
Late Collections..........................................17
Late Payment Rate.........................................17
Liquidation Proceeds......................................18
Loan-to-Value Ratio.......................................18
Maturity Date.............................................18
Modified Mortgage Loan....................................18
Modified Net Mortgage Rate................................18
Monthly Payment...........................................18
Moody's...................................................18
Mortgage..................................................18
Mortgage File.............................................18
Mortgage Loan Schedule....................................19
Mortgage Loans............................................19
Mortgage Note.............................................20
Mortgage Rate.............................................20
Mortgaged Property........................................20
Mortgagor.................................................20
Net Mortgage Rate.........................................20
Non-Primary Residence Loans...............................20
Non-United States Person..................................20
Nonrecoverable Advance....................................20
Nonsubserviced Mortgage Loan..............................20
Notice....................................................20
Officers' Certificate.....................................20
Opinion of Counsel........................................20
Optional Termination Date.................................21
Outstanding Mortgage Loan.................................21
Overcollateralization Amount..............................21
Overcollateralization Increase Amount.....................21
Overcollateralization Reduction Amount....................21
Ownership Interest........................................21
Pass-Through Rate.........................................21
(iii)
<PAGE>
Paying Agent..............................................22
Percentage Interest.......................................22
Permitted Investments.....................................23
Permitted Transferee......................................24
Person....................................................24
Policy....................................................24
Prepayment Assumption.....................................24
Prepayment Interest Shortfall.............................24
Prepayment Period.........................................25
Principal Distribution Amount.............................25
Principal Prepayment......................................25
Principal Prepayment in Full..............................26
Program Guide.............................................26
Purchase Price............................................26
Qualified Substitute Mortgage Loan........................26
Rating Agency.............................................26
Realized Loss.............................................27
Record Date...............................................27
Regular Interest..........................................27
Relief Act................................................27
REMIC ....................................................27
REMIC Administrator.......................................28
REMIC I...................................................28
REMIC Provisions..........................................28
REMIC I Regular Interest BT...............................28
REMIC I Regular Interests.................................28
REMIC I Regular Interests SI..............................29
REMIC II Interest Loss Allocation Amount..................29
REMIC II Overcollateralized Amount........................29
REMIC II Principal Loss Allocation Amount.................29
REMIC II Regular Interest LT1.............................29
REMIC II Regular Interest LT2.............................29
REMIC II Regular Interest LT3.............................29
REMIC II Regular Interest LT4.............................29
REMIC II Regular Interest LT5.............................30
REMIC II Regular Interest LT5 Maximum Interest Deferral
Amount .......................................30
REMIC II Regular Interests................................30
REMIC II Required Overcollateralized Amount...............30
REMIC III Regular Interest MT1............................30
REMIC III Regular Interest MT2............................30
REMIC III Regular Interest MT3............................30
REMIC III Regular Interest MT4............................30
REMIC III Regular Interest MT5............................31
REMIC III Regular Interest MT2S...........................31
REMIC III Regular Interest MT3S...........................31
REMIC III Regular Interest MT4S...........................31
(iv)
<PAGE>
REMIC III Regular Interests...............................31
REO Acquisition...........................................31
REO Disposition...........................................31
REO Imputed Interest......................................31
REO Proceeds..............................................31
REO Property..............................................32
Repurchase Event..........................................32
Request for Release.......................................32
Required Insurance Policy.................................32
Required Overcollateralization Amount.....................32
Residential Funding.......................................32
Responsible Officer.......................................32
Rolling Six-Month Delinquency Ratio.......................32
Servicing Accounts........................................32
Servicing Advances........................................33
Servicing Fee.............................................33
Servicing Fee Rate........................................33
Servicing Modification....................................33
Servicing Officer.........................................33
Servicing Trigger.........................................33
Simple Interest Mortgage Loans............................34
Special Hazard Amount.....................................34
Special Hazard Loss.......................................34
Standard & Poor's.........................................35
Startup Date..............................................35
Stated Principal Balance..................................35
Stepdown Date.............................................35
Subordination.............................................35
Subserviced Mortgage Loan.................................35
Subservicer...............................................35
Subservicer Advance.......................................35
Subservicing Account......................................35
Subservicing Agreement....................................36
Subservicing Fee..........................................36
Tax Returns...............................................36
Transfer..................................................36
Transferee................................................36
Transferor................................................36
Trust Fund................................................36
Twelve-Month Loss Amount..................................36
Uncertificated Accrued Interest...........................36
Uncertificated Corresponding Interest.....................37
Uncertificated Notional Balance...........................37
Uncertificated Pass-Through Rate..........................37
Uncertificated Principal Balance..........................37
Uncertificated Regular Interests..........................38
(v)
<PAGE>
Uniform Single Attestation Program for Mortgage Bankers...38
Uninsured Cause...........................................38
United States Person......................................38
Voting Rights.............................................38
Weighted Average Net Mortgage Rate........................39
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
SECTION 2.01CONVEYANCE OF MORTGAGE LOANS........................40
SECTION 2.02ACCEPTANCE BY TRUSTEE...............................42
SECTION 2.03REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE
MASTER SERVICER AND THE DEPOSITOR ..................44
SECTION 2.04REPRESENTATIONS AND WARRANTIES OF RESIDENTIAL FUNDING46
SECTION 2.05EXECUTION AND AUTHENTICATION OF CERTIFICATES........48
ARTICLE III
ADMINISTRATION AND SERVICING
OF MORTGAGE LOANS
SECTION 3.01MASTER SERVICER TO ACT AS SERVICER..................49
SECTION 3.02SUBSERVICING AGREEMENTS BETWEEN MASTER SERVICER AND
SUBSERVICERS; ENFORCEMENT OF SUBSERVICERS' OBLIGATIONS;
SPECIAL SERVICING.... ..............................50
SECTION 3.03SUCCESSOR SUBSERVICERS..............................51
SECTION 3.04LIABILITY OF THE MASTER SERVICER....................52
SECTION 3.05NO CONTRACTUAL RELATIONSHIP BETWEEN SUBSERVICER AND
TRUSTEE OR CERTIFICATEHOLDERS .....................52
SECTION 3.06ASSUMPTION OR TERMINATION OF SUBSERVICING AGREEMENTS
BY TRUSTEE .........................................52
SECTION 3.07COLLECTION OF CERTAIN MORTGAGE LOAN PAYMENTS; DEPOSITS
TO CUSTODIAL ACCOUNT................................53
SECTION 3.08SUBSERVICING ACCOUNTS; SERVICING ACCOUNTS...........55
SECTION 3.09ACCESS TO CERTAIN DOCUMENTATION AND INFORMATION
REGARDING THE MORTGAGE LOANS........................56
SECTION 3.10PERMITTED WITHDRAWALS FROM THE CUSTODIAL ACCOUNT....57
SECTION 3.11[RESERVED]..........................................59
SECTION 3.12MAINTENANCE OF FIRE INSURANCE AND OMISSIONS AND
FIDELITY COVERAGE ..................................59
SECTION 3.13ENFORCEMENT OF DUE-ON-SALE CLAUSES; ASSUMPTION AND
MODIFICATION AGREEMENTS; CERTAIN ASSIGNMENTS........61
SECTION 3.14REALIZATION UPON DEFAULTED MORTGAGE LOANS...........63
SECTION 3.15TRUSTEE TO COOPERATE; RELEASE OF MORTGAGE FILES.....66
SECTION 3.16SERVICING AND OTHER COMPENSATION; COMPENSATING
INTEREST ..........................................67
SECTION 3.17REPORTS TO THE TRUSTEE AND THE DEPOSITOR............68
SECTION 3.18ANNUAL STATEMENT AS TO COMPLIANCE...................68
(vi)
<PAGE>
SECTION 3.19ANNUAL INDEPENDENT PUBLIC ACCOUNTANTS' SERVICING
REPORT69 SECTION 3.20RIGHT OF THE DEPOSITOR IN RESPECT OF THE MASTER
SERVICER69
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
SECTION 4.01CERTIFICATE ACCOUNT.................................70
SECTION 4.02DISTRIBUTIONS.......................................71
SECTION 4.03STATEMENTS TO CERTIFICATEHOLDERS....................75
SECTION 4.04DISTRIBUTION OF REPORTS TO THE TRUSTEE AND THE
DEPOSITOR; ADVANCES BY THE MASTER SERVICER..........77
SECTION 4.05ALLOCATION OF REALIZED LOSSES.......................79
SECTION 4.06REPORTS OF FORECLOSURES AND ABANDONMENT OF MORTGAGED
PROPERTY ...........................................80
SECTION 4.07OPTIONAL PURCHASE OF DEFAULTED MORTGAGE LOANS.......80
SECTION 4.08THE POLICY..........................................81
ARTICLE V
THE CERTIFICATES
SECTION 5.01THE CERTIFICATES....................................82
SECTION 5.02REGISTRATION OF TRANSFER AND EXCHANGE OF CERTIFICATES83
SECTION 5.03MUTILATED, DESTROYED, LOST OR STOLEN CERTIFICATES...89
SECTION 5.04PERSONS DEEMED OWNERS...............................89
SECTION 5.05APPOINTMENT OF PAYING AGENT.........................89
SECTION 5.06OPTIONAL PURCHASE OF CERTIFICATES...................90
ARTICLE VI
THE DEPOSITOR AND THE MASTER SERVICER
SECTION 6.01RESPECTIVE LIABILITIES OF THE DEPOSITOR AND THE MASTER
SERVICER .........................................92
SECTION 6.02MERGER OR CONSOLIDATION OF THE DEPOSITOR OR
THE MASTER SERVICER; ASSIGNMENT OF RIGHTS AND
DELEGATION OF DUTIES BY MASTER SERVICER.. .......92
SECTION 6.03LIMITATION ON LIABILITY OF THE DEPOSITOR, THE MASTER
SERVICER AND OTHERS93 SECTION 6.04DEPOSITOR AND
MASTER SERVICER NOT TO RESIGN......... ............94
ARTICLE VII
DEFAULT
SECTION 7.01EVENTS OF DEFAULT...................................95
SECTION 7.02TRUSTEE OR DEPOSITOR TO ACT; APPOINTMENT OF SUCCESSOR97
SECTION 7.03NOTIFICATION TO CERTIFICATEHOLDERS..................98
SECTION 7.04WAIVER OF EVENTS OF DEFAULT.........................98
(vii)
<PAGE>
SECTION 7.05SERVICING TRIGGER; REMOVAL OF MASTER SERVICER.......99
ARTICLE VIII
CONCERNING THE TRUSTEE
SECTION 8.01DUTIES OF TRUSTEE..................................100
SECTION 8.02CERTAIN MATTERS AFFECTING THE TRUSTEE..............101
SECTION 8.03TRUSTEE NOT LIABLE FOR CERTIFICATES OR MORTGAGE LOANS103
SECTION 8.04TRUSTEE MAY OWN CERTIFICATES.......................103
SECTION 8.05MASTER SERVICER TO PAY TRUSTEE'S FEES AND EXPENSES;
INDEMNIFICATION ...................................103
SECTION 8.06ELIGIBILITY REQUIREMENTS FOR TRUSTEE...............104
SECTION 8.07RESIGNATION AND REMOVAL OF THE TRUSTEE.............105
SECTION 8.08SUCCESSOR TRUSTEE..................................106
SECTION 8.09MERGER OR CONSOLIDATION OF TRUSTEE.................107
SECTION 8.10APPOINTMENT OF CO-TRUSTEE OR SEPARATE TRUSTEE......107
SECTION 8.11APPOINTMENT OF CUSTODIANS..........................108
ARTICLE IX
TERMINATION
SECTION 9.01TERMINATION UPON PURCHASE BY THE MASTER SERVICER OR
LIQUIDATION OF ALL MORTGAGE LOANS.................109
SECTION 9.02ADDITIONAL TERMINATION REQUIREMENTS................111
ARTICLE X
REMIC PROVISIONS
SECTION 10.0REMIC ADMINISTRATION...............................113
SECTION 10.0MASTER SERVICER, REMIC ADMINISTRATOR AND TRUSTEE
INDEMNIFICATION ...................................116
ARTICLE XI
MISCELLANEOUS PROVISIONS
SECTION 11.0AMENDMENT..........................................118
SECTION 11.0RECORDATION OF AGREEMENT; COUNTERPARTS.............120
SECTION 11.0LIMITATION ON RIGHTS OF CERTIFICATEHOLDERS.........121
SECTION 11.0GOVERNING LAW......................................122
SECTION 11.0NOTICES............................................122
SECTION 11.0NOTICES TO RATING AGENCIES AND THE INSURER.........122
SECTION 11.0SEVERABILITY OF PROVISIONS.........................123
SECTION 11.0SUPPLEMENTAL PROVISIONS FOR RESECURITIZATION.......123
SECTION 11.0RIGHTS OF THE INSURER..............................124
(viii)
<PAGE>
Exhibit A Form of Class A Certificate
Exhibit B Form of Class SB Certificate
Exhibit C [Reserved]
Exhibit D Form of Class R Certificate
Exhibit E Form of Custodial Agreement
Exhibit F Mortgage Loan Schedule
Exhibit G Forms of Request for Release
Exhibit H-1 Form of Transfer Affidavit and Agreement Exhibit H-2 Form of
Transferor Certificate Exhibit I Form of Investor Representation Letter Exhibit
J Form of Transferor Representation Letter Exhibit K Text of Amendment to
Pooling and Servicing
Agreement Pursuant to Section 11.01(e) for a
Limited Guaranty
Exhibit L Form of Limited Guaranty
Exhibit M Form of Lender Certification for Assignment of Mortgage Loan Exhibit N
Form of Rule 144A Investment Representation Exhibit O Form of ERISA Letter
Exhibit P Certificate Guaranty Insurance Policy Exhibit Q List of Simple
Interest Mortgage Loans Exhibit R List of Foreclosure Restricted Loans
(ix)
<PAGE>
This Pooling and Servicing Agreement, effective as of February 1,
2000, among RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as the depositor
(together with its permitted successors and assigns, the "Depositor"),
RESIDENTIAL FUNDING CORPORATION, as master servicer (together with its permitted
successors and assigns, the "Master Servicer"), and BANK ONE, NATIONAL
ASSOCIATION, a national banking association, as trustee (together with its
permitted successors and assigns, the "Trustee"),
PRELIMINARY STATEMENT:
The Depositor intends to sell mortgage asset-backed pass-through
certificates (collectively, the "Certificates"), to be issued hereunder in seven
classes, which in the aggregate will evidence the entire beneficial ownership
interest in the Mortgage Loans (as defined herein).
REMIC I
As provided herein, the REMIC Administrator will make an election to treat
the segregated pool of assets consisting of the Mortgage Loans and certain other
related assets subject to this Agreement as a real estate mortgage investment
conduit (a "REMIC") for federal income tax purposes, and such segregated pool of
assets will be designated as "REMIC I." The Class R-I Certificates will
represent the sole class of "residual interests" in REMIC I for purposes of the
REMIC Provisions (as defined herein) under federal income tax law. There will be
a single REMIC I Regular Interest for each Simple Interest Mortgage Loan, having
an Uncertificated Balance equal to the balance of the corresponding Simple
Interest Mortgage Loan and Remittance Rate equal to that of the corresponding
Simple Interest Mortgage Loan adjusted to treat such Mortgage Loans as if
payments thereon were made on a 360-day year consisting of twelve 30-day months.
The principal portions of any Monthly Payments made by the related Mortgagor on
a Simple Interest Mortgage Loan before any Due Date in excess of the portion
which would have been the principal portion had such Monthly Payment been made
on the related Due Date shall be allocated to the corresponding REMIC I Regular
Interest as if a Curtailment had been paid in the amount of such excess on the
corresponding Mortgage Loan. There will be a REMIC I Regular Interest BT, having
a principal balance equal to the aggregate principal balance of all the Mortgage
Loans other than the Simple Interest Mortgage Loans, and having a Remittance
Rate equal to the weighted average of the Net Mortgage Rates of all the Mortgage
Loans other than the Simple Interest Mortgage Loans. The Maturity Date for each
of the REMIC I Regular Interests shall be October 25, 2029. The REMIC I Regular
Interests will not be certificated.
REMIC II
As provided herein, the REMIC Administrator will make an election to treat
the segregated pool of assets consisting of the REMIC I Regular Interests
subject to this Agreement as a real estate mortgage investment conduit (a
"REMIC") for federal income tax purposes, and such segregated pool of assets
will be designated as "REMIC II." The Class R-II Certificates will represent the
sole class of "residual interests" in REMIC II for purposes of the REMIC
Provisions (as defined herein) under federal income tax law. The following table
irrevocably sets forth the designation, the Pass-Through Rate, the initial
balance, and Maturity Date for each of the REMIC II Regular Interests.
None of the REMIC II Regular Interests will be certificated.
1
<PAGE>
Designation Pass-Through Rate Initial Balance Maturity Date
- ----------- -------------------- ------------------ ------------------
LT1 Variable(1) $108,644,070.10 October 25, 2029
LT2 Variable(1) $ 430,940.00 October 25, 2029
LT3 Variable(1) $400,870.00 October 25, 2029
LT4 Variable(1) $215,830.00 October 25, 2029
LT5 Variable(1) $1,169,585.90 October 25, 2029
- -------------------
(1) Calculated as provided in the definition of Uncertificated Pass-Through
Rate.
REMIC III
As provided herein, the REMIC Administrator will elect to treat the
segregated pool of assets consisting of the REMIC II Regular Interests as a
REMIC for federal income tax purposes, and such segregated pool of assets will
be designated as REMIC III. The Class R-III Certificates will represent the sole
class of "residual interests" in REMIC III for purposes of the REMIC Provisions
under federal income tax law. The following table irrevocably sets forth the
designation, Pass-Through Rate, initial balance and Maturity Date for each of
the "regular interests" in REMIC III (the "REMIC III Regular Interests"). None
of the REMIC III Regular Interests will be certificated.
DESIGNATION PASS-THROUGH RATE INITIAL BALANCE MATURITY
MT1 Variable(1) $108,644,070.10 October 25, 2029
MT2 Variable(1) $ 430,940.00 October 25, 2029
MT3 Variable(1) $400,870.00 October 25, 2029
MT4 Variable(1) $215,830.00 October 25, 2029
MT5 Variable(1) $1,169,585.90 October 25, 2029
MT2S Variable(1) (2) October 25, 2029
MT3S Variable(1) (2) October 25, 2029
MT4S Variable(1) (2) October 25, 2029
- -------------------
(1) Calculated as provided in the definition of Uncertificated Pass-Through
Rate.
(2) None of REMIC III Regular Interest MT2S, REMIC III Regular Interest MT3S
and REMIC III Regular Interest MT4S has principal balances but each has
the terms provided in the definition thereof.
REMIC IV
As provided herein, the REMIC Administrator will elect to treat the
segregated pool of assets consisting of the REMIC III Regular Interests as a
REMIC for federal income tax purposes, and such segregated pool of assets will
be designated as REMIC IV. The Class R-IV Certificates will represent the sole
class of "residual interests" in REMIC IV for purposes of the REMIC Provisions
under federal income tax law. The following table irrevocably sets forth the
designation, Pass-Through Rate, aggregate Initial Certificate Principal Balance,
certain features, Maturity Date and initial ratings for each Class of
Certificates comprising the interests representing "regular
2
<PAGE>
interests" in REMIC IV (the "REMIC IV Regular Certificates"), as well as for the
Class R Certificates.
<TABLE>
<CAPTION>
Aggregate Initial
Pass Certificate Principal
Designation Type Through Rate Balance Features Maturity Date Initial Ratings
S&P Fitch
<S> <C> <C> <C> <C> <C> <C>
Class A-1 Senior 7.51% $43,094,000.00 Senior October 25, 2029 AAA AAA
Class A-2 Senior 8.00% $40,087,000.00 Senior October 25, 2029 AAA AAA
Class A-3 Senior 8.27%(1) $21,583,000.00 Senior October 25, 2029 AAA AAA
Class SB Subordinate Adjustable(2)(3) $6,097,296.65 Subordinate October 25, 2029 N/R N/R
Class R-I Residual N/A N/A Residual October 25, 2029 N/R N/R
Class R-II Residual N/A N/A Residual October 25, 2029 N/R N/R
Class R-III Residual N/A N/A Residual October 25, 2029 N/R N/R
Class R-IV Residual N/A N/A Residual October 25, 2029 N/R N/R
</TABLE>
_______________________
(1) Subject to increase and cap in accordance with the definition of
"Pass-Through Rate" herein.
(2) Calculated in accordance with the definition of "Pass-Through Rate" herein.
(3) The Class SB Certificates will accrue interest as described in the
definition of the Accrued Certificate Interest. The Class SB Certificates
will not accrue interest on their Certificate Principal Balance.
The Mortgage Loans have an aggregate Cut-off Date Principal Balance
equal to approximately $110,861,296. The Mortgage Loans are fixed-rate, first
lien mortgage loans having terms to maturity at origination or modification of
generally not more than 30 years.
In consideration of the mutual agreements herein contained, the
Depositor, the Master Servicer and the Trustee agree as follows:
3
<PAGE>
ARTICLE I
DEFINITIONS
SECTION 1.01. DEFINITIONS.
Whenever used in this Agreement, the following words and phrases,
unless the context otherwise requires, shall have the meanings specified in this
Article.
ACCRUED CERTIFICATE INTEREST: With respect to each Distribution Date
and the Class A Certificates, interest accrued during the preceding Interest
Accrual Period at the related Pass-Through Rate less interest shortfalls from
the Mortgage Loans, if any, allocated thereto for such Distribution Date, to the
extent not covered by Subordination, on the Certificate Principal Balance
thereof immediately prior to such Distribution Date (or in the case of the first
Distribution Date, the Cut-off Date). Accrued Certificate Interest on the Class
A Certificates will be reduced by (i) the interest portion (adjusted to the Net
Mortgage Rate (or the Modified Net Mortgage Rate in the case of a Modified
Mortgage Loan)) of Excess Losses to the extent allocated to the Class A
Certificates, (ii) the interest portion of Advances previously made with respect
to a Mortgage Loan or REO Property which remained unreimbursed following the
Cash Liquidation or REO Disposition of such Mortgage Loan or REO Property that
were made with respect to delinquencies that were ultimately determined to be
Excess Losses, and (iii) any other interest shortfalls, other than Prepayment
Interest Shortfalls, including interest that is not collectible from the
Mortgagor for the related Due Period pursuant to the Relief Act or similar
legislation or regulations as in effect from time to time, with ALL SUCH
REDUCTIONS ALLOCATED TO THE CLASS A CERTIFICATES ON A PRO RATA basis, in
reduction of the Accrued Certificate Interest which would have resulted absent
such reductions. With respect to each Distribution Date and the Class SB
Certificates, interest accrued during the preceding Interest Accrual Period at
the related Pass-Through Rate on the Uncertificated Notional Amount, reduced by
any interest shortfalls including Prepayment Interest Shortfalls to the extent
not covered by Compensating Interest pursuant to Section 3.16 or by Excess Cash
Flow pursuant to clauses (vi) and (vii) of Section 4.02(a). In addition, Accrued
Certificate Interest with respect to each Distribution Date, as to the Class SB
Certificates, shall be reduced by an amount equal to the interest portion of
Realized Losses allocated to the Overcollateralization Amount pursuant to
Section 4.05 hereof. Accrued Certificate Interest on the Class A Certificates
and Class SB Certificates shall accrue on the basis of a 360-day year consisting
of twelve 30-day months.
ADJUSTED MORTGAGE RATE: With respect to any Mortgage Loan and any
date of determination, the Mortgage Rate borne by the related Mortgage Note,
less the rate at which the related Subservicing Fee accrues.
ADVANCE: As to any Mortgage Loan, any advance made by the Master Servicer,
pursuant to Section 4.04.
4
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AFFILIATE: With respect to any Person, any other Person controlling,
controlled by or under common control with such first Person. For the purposes
of this definition, "control" means the power to direct the management and
policies of such Person, directly or indirectly, whether through the ownership
of voting securities, by contract or otherwise; and the terms "controlling" and
"controlled" have meanings correlative to the foregoing.
AGREEMENT: This Pooling and Servicing Agreement and all amendments hereof
and supplements hereto.
AMOUNT HELD FOR FUTURE DISTRIBUTION: As to any Distribution Date,
the total of the amounts held in the Custodial Account at the close of business
on the preceding Determination Date on account of (i) Liquidation Proceeds,
Insurance Proceeds, Principal Prepayments, Mortgage Loan purchases made pursuant
to Section 2.02, 2.03, 2.04 or 4.07 and Mortgage Loan substitutions made
pursuant to Section 2.03 or 2.04 received or made in the month of such
Distribution Date (other than such Liquidation Proceeds, Insurance Proceeds and
purchases of Mortgage Loans that the Master Servicer has deemed to have been
received in the preceding month in accordance with Section 3.07(b)) and (ii)
payments which represent early receipt of scheduled payments of principal and
interest due on a date or dates subsequent to the Due Date in the related Due
Period.
APPRAISED VALUE: As to any Mortgaged Property, one of the following:
(i) the lesser of (a) the appraised value of such Mortgaged Property based upon
the appraisal made at the time of the origination of the related Mortgage Loan,
and (b) the sales price of the Mortgaged Property at such time of origination,
(ii) in the case of a Mortgaged Property securing a refinanced or modified
Mortgage Loan, one of (1) the appraised value based upon the appraisal made at
the time of origination of the loan which was refinanced or modified, (2) the
appraised value determined in an appraisal made at the time of refinancing or
modification or (3) the sales price of the Mortgaged Property, or (iii) with
respect to the Mortgage Loans for which a broker's price opinion was obtained,
the value contained in such opinion.
ASSIGNMENT: An assignment of the Mortgage, notice of transfer or
equivalent instrument, in recordable form, sufficient under the laws of the
jurisdiction wherein the related Mortgaged Property is located to reflect of
record the sale of the Mortgage Loan to the Trustee for the benefit of
Certificateholders, which assignment, notice of transfer or equivalent
instrument may be in the form of one or more blanket assignments covering
Mortgages secured by Mortgaged Properties located in the same county, if
permitted by law and accompanied by an Opinion of Counsel to that effect.
ASSIGNMENT AGREEMENT: The Assignment and Assumption Agreement, dated
the Closing Date, between Residential Funding and the Depositor relating to the
transfer and assignment of the Mortgage Loans.
AVAILABLE DISTRIBUTION AMOUNT: As to any Distribution Date, an amount equal
to (a) the sum of (i) the amount relating to the Mortgage Loans on deposit in
the Custodial Account as of the close of business on the immediately preceding
Determination Date and amounts deposited in
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the Custodial Account in connection with the substitution of Qualified
Substitute Mortgage Loans, (ii) the amount of any Advance made on the
immediately preceding Certificate Account Deposit Date, (iii) any amount
deposited in the Certificate Account on the related Certificate Account Deposit
Date pursuant to the second paragraph of Section 3.12(a), (iv) any amount that
the Master Servicer is not permitted to withdraw from the Custodial Account
pursuant to Section 3.16(e), and (v) any amount deposited in the Certificate
Account pursuant to Section 4.07 or 9.01, reduced by (b) the sum as of the close
of business on the immediately preceding Determination Date of (x) the Amount
Held for Future Distribution, (y) amounts permitted to be withdrawn by the
Master Servicer from the Custodial Account pursuant to clauses (ii)-(x),
inclusive, of Section 3.10(a) and (z) the Certificate Insurer Premium payable
with respect to the Class A Certificates on such Distribution Date.
BANKRUPTCY AMOUNT: As of any date of determination, an amount equal
to $100,000, less the sum of any amounts allocated through Section 4.05 for
Bankruptcy Losses up to such date of determination. The Bankruptcy Amount may be
further reduced by the Master Servicer (including accelerating the manner in
which such coverage is reduced) provided that prior to any such reduction, the
Master Servicer shall (i) obtain written approval from the Insurer and written
confirmation from each Rating Agency that such reduction shall not reduce the
rating assigned to any Class of Class A Certificates by such Rating Agency below
the lower of the then-current rating or the rating assigned to such Certificates
as of the Closing Date by such Rating Agency without taking into account the
Policy, and (ii) provide a copy of such written confirmation to the Trustee and
the Insurer.
BANKRUPTCY CODE: The Bankruptcy Code of 1978, as amended.
BANKRUPTCY LOSS: With respect to any Mortgage Loan, a Deficient
Valuation or Debt SERVICE REDUCTION; PROVIDED, HOWEVER, that neither a Deficient
Valuation nor a Debt Service Reduction shall be deemed a Bankruptcy Loss
hereunder so long as the Master Servicer has notified the Trustee and the
Insurer in writing that the Master Servicer is diligently pursuing any remedies
that may exist in connection with the representations and warranties made
regarding the related Mortgage Loan and either (A) the related Mortgage Loan is
not in default with regard to payments due thereunder or (B) delinquent payments
of principal and interest under the related Mortgage Loan and any premiums on
any applicable primary hazard insurance policy and any related escrow payments
in respect of such Mortgage Loan are being advanced on a current basis by the
Master Servicer or a Subservicer, in either case without giving effect to any
Debt Service Reduction.
BOOK-ENTRY CERTIFICATE: Any Certificate registered in the name of the
Depository or its nominee.
BUSINESS DAY: Any day other than (i) a Saturday or a Sunday or (ii)
a day on which banking institutions in the State of New York, the State of
Michigan, the State of California or the State of Illinois (and such other state
or states in which the Custodial Account or the Certificate Account are at the
time located) are required or authorized by law or executive order to be closed.
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CASH LIQUIDATION: As to any defaulted Mortgage Loan other than a
Mortgage Loan as to which an REO Acquisition occurred, a determination by the
Master Servicer that it has received all Insurance Proceeds, Liquidation
Proceeds and other payments or cash recoveries which the Master Servicer
reasonably and in good faith expects to be finally recoverable with respect to
such Mortgage Loan.
CERTIFICATE: Any Class A Certificate, Class SB Certificate or Class R
Certificate.
CERTIFICATE ACCOUNT: The account or accounts created and maintained
pursuant to Section 4.01, which shall be entitled "Bank One, National
Association, as trustee, in trust for the registered holders of Residential
Asset Mortgage Products, Inc., Mortgage Asset-Backed Pass-Through Certificates,
Series 2000-RZ1" and which must be an Eligible Account. Any such account or
accounts created and maintained subsequent to the Closing Date shall be subject
to the approval of the Insurer, which approval shall not be unreasonably
withheld.
CERTIFICATE ACCOUNT DEPOSIT DATE: As to any Distribution Date, the Business
Day prior thereto.
CERTIFICATEHOLDER OR HOLDER: The Person in whose name a Certificate
is registered in the Certificate Register, except that neither a Disqualified
Organization nor a Non-United States Person shall be a holder of a Class R
Certificate for any purpose hereof. Solely for the purpose of giving any consent
or direction pursuant to this Agreement, any Certificate, other than a Class R
Certificate, registered in the name of the Depositor, the Master Servicer or any
Subservicer or any Affiliate thereof shall be deemed not to be outstanding and
the Percentage Interest or Voting Rights evidenced thereby shall not be taken
into account in determining whether the requisite amount of Percentage Interests
or Voting Rights necessary to effect any such consent or direction has been
obtained. All references herein to "Holders" or "Certificateholders" shall
reflect the rights of Certificate Owners as they may indirectly exercise such
rights through the Depository and PARTICIPATING MEMBERS THEREOF, EXCEPT AS
OTHERWISE SPECIFIED HEREIN; PROVIDED, HOWEVER, that the Trustee shall be
required to recognize as a "Holder" or "Certificateholder" only the Person in
whose name a Certificate is registered in the Certificate Register. Unless
otherwise indicated in this Agreement, the Custodial Agreement or the Assignment
Agreement, whenever reference is made to the actions taken by the Trustee on
behalf of the Certificateholders, such reference shall include the Insurer as
long as there is no Insurer Default continuing.
CERTIFICATE INSURER PREMIUM: The premium payable to the Insurer on
each Distribution Date in an amount equal to one-twelfth of the product of the
Certificate Insurer Premium Rate and the aggregate Certificate Principal Balance
of the Class A Certificates immediately prior to such Distribution Date.
CERTIFICATE INSURER PREMIUM MODIFIED RATE: With respect to the
Mortgage Loans and any date of determination, the Certificate Insurer Premium
Rate times a fraction equal to (x) the aggregate Certificate Principal Balance
of the Class A Certificates as of such date over (y) the aggregate Stated
Principal Balance of the Mortgage Loans as of such date.
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CERTIFICATE INSURER PREMIUM RATE: With respect to the Mortgage Loans
and any date of determination, the per annum rate specified in the Insurance
Agreement for the purpose of calculating the Certificate Insurer Premium.
CERTIFICATE OWNER: With respect to a Book-Entry Certificate, the
Person who is the beneficial owner of such Certificate, as reflected on the
books of an indirect participating brokerage firm for which a Depository
Participant acts as agent, if any, and otherwise on the books of a Depository
Participant, if any, and otherwise on the books of the Depository.
CERTIFICATE PRINCIPAL BALANCE: With respect to any Class A
Certificate, on any date of determination, an amount equal to the Initial
Certificate Principal Balance of such Certificate as specified on the face
thereof, minus the sum of (x) the aggregate of all amounts previously
distributed with respect to such Certificate (or any predecessor Certificate)
(including such amounts paid pursuant to the Policy) and applied to reduce the
Certificate Principal Balance or amount thereof pursuant to Section 4.02(a) and
(y) the aggregate of all reductions in Certificate Principal Balance deemed to
have occurred in connection with Realized Losses which were previously allocated
to such Certificate (or any predecessor Certificate) pursuant to Section 4.05
(other than any such amounts included in an Insured Amount and paid pursuant to
the Policy). With respect to each Class SB Certificate, on any date of
determination, an amount equal to the Percentage Interest evidenced by such
Certificate times the excess, if any, of (A) the then aggregate Stated Principal
Balance of the Mortgage Loans over (B) the then aggregate Certificate Principal
Balance of the Class A Certificates then outstanding.
CERTIFICATE REGISTER AND CERTIFICATE REGISTRAR: The register maintained and
the registrar appointed pursuant to Section 5.02.
CLASS: Collectively, all of the Certificates or uncertificated interests
bearing the same designation.
CLASS A CERTIFICATES: Any one of the Class A-1, Class A-2 or Class
A-3 Certificates, substantially in the form annexed hereto as Exhibit A, senior
to the Class SB and Class R Certificates with respect to distributions and the
allocation of Realized Losses as set forth in Section 4.05, and evidencing an
interest designated as a "regular interest" in REMIC IV for purposes of the
REMIC Provisions.
CLASS R CERTIFICATE: Any one of the Class R-I, Class R-II, Class R-III or
Class R-IV Certificates.
CLASS R-I CERTIFICATE: Any one of the Class R-I Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit D and evidencing an interest
designated as a "residual interest" in REMIC I for purposes of the REMIC
Provisions.
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CLASS R-II CERTIFICATE: Any one of the Class R-II Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit D and evidencing an interest
designated as a "residual interest" in REMIC II for purposes of the REMIC
Provisions.
CLASS R-III CERTIFICATE: Any one of the Class R-III Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit D and evidencing an interest
designated as a "residual interest" in REMIC III for purposes of the REMIC
Provisions.
CLASS R-IV CERTIFICATE: Any one of the Class R-IV Certificates
executed by the Trustee and authenticated by the Certificate Registrar
substantially in the form annexed hereto as Exhibit D and evidencing an interest
designated as a "residual interest" in REMIC IV for purposes of the REMIC
Provisions.
CLASS SB CERTIFICATES: Any one of the Class SB Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit B, subordinate to the Class A Certificates
with respect to distributions and the allocation of Realized Losses in respect
of the Mortgage Loans as set forth in Section 4.05, and evidencing an interest
designated as a "regular interest" in REMIC IV for purposes of the REMIC
Provisions.
CLOSING DATE: February 24, 2000.
CODE: The Internal Revenue Code of 1986.
COMPENSATING INTEREST: With respect to any Distribution Date, an
amount equal to Prepayment Interest Shortfalls resulting from Principal
Prepayments in Full or Curtailments (other than Curtailments resulting from the
Master Servicer's treatment of Simple Interest Mortgage Loans in Section
3.10(d)) during the related Prepayment Period, but not more than the lesser of
(a) one-twelfth of 0.125% of the Stated Principal Balance of the Mortgage Loans
immediately preceding such Distribution Date and (b) the sum of the Servicing
Fee, all income and gain on amounts held in the Custodial Account and the
Certificate Account and payable to the Certificateholders with respect to such
Distribution Date and servicing compensation to which the Master Servicer may be
entitled pursuant to Section 3.10(a)(v) and (vi); provided that for purposes of
this definition the amount of the Servicing Fee will not be reduced pursuant to
Section 7.02 except as may be required pursuant to the last sentence of such
Section.
CORPORATE TRUST OFFICE: The principal office of the Trustee at which
at any particular time its corporate trust business with respect to this
Agreement shall be administered, which office at the date of the execution of
this instrument is located at 1 Bank One Plaza, Suite IL1-0126, Chicago,
Illinois 60670-0126, Attention: RAMPI, Series 2000-RZ1.
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CUMULATIVE INSURANCE PAYMENTS: As of any date of determination, the
aggregate amount of all Insured Amounts previously paid by the Insurer under the
Policy in respect of the Class A Certificates (other than those attributable to
Excess Losses) minus (a) the aggregate of all payments previously made to the
Insurer pursuant to Section 4.02(a)(iv) hereof as reimbursement for such Insured
Amounts, plus (b) interest thereon from the date such amounts became due until
paid in full, at a rate of interest equal to the Late Payment Rate.
CURTAILMENT: Any Principal Prepayment made by a Mortgagor which is not a
Principal Prepayment in Full.
CUSTODIAL ACCOUNT: The custodial account or accounts created and
maintained pursuant to Section 3.07 in the name of a depository institution, as
custodian for the holders of the Certificates and for the Insurer, for the
holders of certain other interests in mortgage loans serviced or sold by the
Master Servicer and for the Master Servicer, into which the amounts set forth in
Section 3.07 shall be deposited directly. Any such account or accounts shall be
an Eligible Account.
CUSTODIAL AGREEMENT: An agreement that may be entered into among the
Depositor, the Master Servicer, the Trustee and a Custodian in substantially the
form of Exhibit E hereto.
CUSTODIAN: A custodian appointed pursuant to a Custodial Agreement and
reasonably acceptable to the Insurer.
CUT-OFF DATE: February 1, 2000.
CUT-OFF DATE BALANCE: $110,861,296.
CUT-OFF DATE PRINCIPAL BALANCE: As to any Mortgage Loan, the unpaid
principal balance thereof at the Cut-off Date after giving effect to all
installments of principal due on or prior thereto (or due during the month of
February 2000), whether or not received.
DEBT SERVICE REDUCTION: With respect to any Mortgage Loan, a
reduction in the scheduled Monthly Payment for such Mortgage Loan by a court of
competent jurisdiction in a proceeding under the Bankruptcy Code, except such a
reduction constituting a Deficient Valuation or any reduction that results in a
permanent forgiveness of principal.
DEFICIENCY AMOUNT: With respect to the Class A Certificates as of
any Distribution Date, (i) any shortfall in amounts available in the Certificate
Account to pay Accrued Certificate Interest for the related Interest Accrual
Period on the Certificate Principal Balance of the Class A Certificates at the
then-applicable Pass-Through Rate, net of any interest shortfalls relating to
the Relief Act and any Prepayment Interest Shortfalls allocated to the Class A
Certificates, (ii) the principal portion of any Realized Losses allocated to
such Class A Certificates with respect to such Distribution Date and (iii) the
Certificate Principal Balance of the Class A Certificates to the extent
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unpaid on the Final Distribution Date or earlier termination of the Trust Fund
pursuant to Section 9.01(a) hereof.
DEFICIENT VALUATION: With respect to any Mortgage Loan, a valuation
by a court of competent jurisdiction of the Mortgaged Property in an amount less
than the then outstanding indebtedness under the Mortgage Loan, or any reduction
in the amount of principal to be paid in connection with any scheduled Monthly
Payment that constitutes a permanent forgiveness of principal, which valuation
or reduction results from a proceeding under the Bankruptcy Code.
DEFINITIVE CERTIFICATE: Any definitive, fully registered Certificate.
DELETED MORTGAGE LOAN: A Mortgage Loan replaced or to be replaced with a
Qualified Substitute Mortgage Loan.
DELINQUENCY RATIO: With respect to the Mortgage Loans and any
Distribution Date, the percentage equivalent of a fraction (a) the numerator of
which equals the sum of (i) 100% of the aggregate Stated Principal Balance of
all Mortgage Loans that are 90 or more days Delinquent, 75% of the aggregate
Stated Principal Balance of all Mortgage Loans that are in foreclosure and (iii)
100% of the aggregate Stated Principal Balance of all Mortgage Loans that are
converted to REO Properties, in each case as of the last day of the related Due
Period and (b) the denominator of which is the aggregate Stated Principal
Balance of the Mortgage Loans as of the last day of such Due Period.
DELINQUENT: As used herein, a Mortgage Loan is considered to be: "30
to 59 days" or "30 or more days" delinquent when a payment due on any scheduled
due date remains unpaid as of the close of business on the next following
monthly scheduled due date; "60 to 89 days" or "60 or more days" delinquent when
a payment due on any scheduled due date remains unpaid as of the close of
business on the second following monthly scheduled due date; and so on. The
determination as to whether a Mortgage Loan falls into these categories is made
as of the close of business on the last business day of each month. For example,
a Mortgage Loan with a payment due on September 1 that remained unpaid as of the
close of business on October 31 would then be considered to be 30 to 59 days
delinquent. Delinquency information as of the Cut-off Date is determined and
prepared as of the close of business on the last business day immediately prior
to the Cut-off Date.
DEPOSITORY: The Depository Trust Company, or any successor
Depository hereafter named. The nominee of the initial Depository for purposes
of registering those Certificates that are to be Book-Entry Certificates is Cede
& Co. The Depository shall at all times be a "clearing corporation" as defined
in Section 8-102(3) of the Uniform Commercial Code of the State of New York and
a "clearing agency" registered pursuant to the provisions of Section 17A of the
Securities Exchange Act of 1934, as amended.
DEPOSITORY PARTICIPANT: A broker, dealer, bank or other financial
institution or other Person for whom from time to time a Depository effects
book-entry transfers and pledges of securities deposited with the Depository.
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DESIGNATED SUBSERVICER: Cenlar Federal Savings Bank, as Subservicer of
certain of the Mortgage Loans as of the Closing Date.
DESTROYED MORTGAGE NOTE: A Mortgage Note the original of which was
permanently lost or destroyed and has not been replaced.
DETERMINATION DATE: With respect to any Distribution Date, the 20th
day (or if such 20th day is not a Business Day, the Business Day immediately
following such 20th day) of the month of the related Distribution Date.
DISQUALIFIED ORGANIZATION: Any organization defined as a
"disqualified organization" under Section 860E(e)(5) of the Code, which includes
any of the following: (i) the United States, any State or political subdivision
thereof, any possession of the United States, or any agency or instrumentality
of any of the foregoing (other than an instrumentality which is a corporation if
all of its activities are subject to tax and, except for the Freddie Mac, a
majority of its board of directors is not selected by such governmental unit),
(ii) a foreign government, any international organization, or any agency or
instrumentality of any of the foregoing, (iii) any organization (other than
certain farmers' cooperatives described in Section 521 of the Code) which is
exempt from the tax imposed by Chapter 1 of the Code (including the tax imposed
by Section 511 of the Code on unrelated business taxable income) and (iv) rural
electric and telephone cooperatives described in Section 1381(a)(2)(C) of the
Code. A Disqualified Organization also includes any "electing large
partnership," as defined in Section 775(a) of the Code and any other Person so
designated by the Trustee based upon an Opinion of Counsel that the holding of
an Ownership Interest in a Class R Certificate by such Person may cause the
REMIC or any Person having an Ownership Interest in any Class of Certificates
(other than such Person) to incur a liability for any federal tax imposed under
the Code that would not otherwise be imposed but for the Transfer of an
Ownership Interest in a Class R Certificate to such Person. The terms "United
States", "State" and "international organization" shall have the meanings set
forth in Section 7701 of the Code or successor provisions.
DISTRIBUTION DATE: The 25th day of any month beginning in the month
immediately following the month of the initial issuance of the Certificates or,
if such 25th day is not a Business Day, the Business Day immediately following
such 25th day.
DUE DATE: With respect to each Mortgage Loan, the date on which the monthly
payment is due.
DUE PERIOD: With respect to any Distribution Date, the calendar month of
such Distribution Date.
ELIGIBLE ACCOUNT: An account that is any of the following: (i)
maintained with a depository institution the debt obligations of which have been
rated by each Rating Agency in its highest rating available, or (ii) an account
or accounts in a depository institution in which such accounts are fully insured
to the limits established by the FDIC, provided that any deposits not so insured
shall, to the extent acceptable to each Rating Agency, as evidenced in writing,
be maintained
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such that (as evidenced by an Opinion of Counsel delivered to the Trustee and
each Rating Agency) the registered Holders of Certificates have a claim with
respect to the funds in such account or a perfected first security interest
against any collateral (which shall be limited to Permitted Investments)
securing such funds that is superior to claims of any other depositors or
creditors of the depository institution with which such account is maintained,
or (iii) in the case of the Custodial Account, a trust account or accounts
maintained in the corporate trust department of Bank One, National Association,
or (iv) in the case of the Certificate Account, a trust account or accounts
maintained in the corporate trust division of Bank One, National Association, or
(v) an account or accounts of a depository institution acceptable to each Rating
Agency (as evidenced in writing by each Rating Agency that use of any such
account as the Custodial Account or the Certificate Account will not reduce the
rating assigned to any Class of Certificates by such Rating Agency below the
lower of the then-current rating or the rating assigned to such Certificates as
of the Closing Date by such Rating Agency).
ERISA: The Employee Retirement Income Security Act of 1974, as amended.
EVENT OF DEFAULT: As defined in Section 7.01.
EXCESS BANKRUPTCY LOSS: Any Bankruptcy Loss, or portion thereof, which
exceeds the then-applicable Bankruptcy Amount.
EXCESS CASH FLOW: As defined in Section 4.02(a)(iii).
EXCESS FRAUD LOSS: Any Fraud Loss, or portion thereof, which exceeds the
then- applicable Fraud Loss Amount.
EXCESS LOSS: Any (i) Excess Fraud Loss, Excess Special Hazard Loss, Excess
Bankruptcy Loss or Extraordinary Loss or (ii) any Excess Realized Loss.
EXCESS OVERCOLLATERALIZATION AMOUNT: With respect to any
Distribution Date, the excess, if any, of (a) the Overcollateralization Amount
on such Distribution Date over (b) the Required Overcollateralization Amount.
EXCESS REALIZED LOSS: Any Realized Loss on a Mortgage Loan, other
than a Excess Fraud Loss, Excess Special Hazard Loss, Excess Bankruptcy Loss or
Extraordinary Loss, to the extent that the amount of such Realized Loss, plus
the aggregate amount of such Realized Losses on all of the Mortgage Loans since
the Cut-off Date, is in excess of 20.75% of the Cut-off Date Balance.
EXCESS SPECIAL HAZARD LOSS: Any Special Hazard Loss, or portion thereof,
that exceeds the then-applicable Special Hazard Amount.
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EXTRAORDINARY EVENTS: Any of the following conditions with respect
to a Mortgaged Property or Mortgage Loan causing or resulting in a loss which
causes the liquidation of such Mortgage Loan:
(a) losses that are of the type that would be covered by the
fidelity bond and the errors and omissions insurance policy required to be
maintained pursuant to Section 3.12(b) but are in excess of the coverage
maintained thereunder;
(b) nuclear reaction or nuclear radiation or radioactive
contamination, all whether controlled or uncontrolled, and whether such
loss be direct or indirect, proximate or remote or be in whole or in part
caused by, contributed to or aggravated by a peril covered by the
definition of the term "Special Hazard Loss";
(c) hostile or warlike action in time of peace or war, including
action in hindering, combatting or defending against an actual, impending
or expected attack;
1. by any government or sovereign power, de jure or de facto,
or by any authority maintaining or using military, naval or
air forces; or
2. by military, naval or air forces; or
3. by an agent of any such government, power, authority or
forces;
4. any weapon of war employing atomic fission or radioactive
force whether in time of peace or war; or
5. insurrection, rebellion, revolution, civil war, usurped
power or action taken by governmental authority in
hindering, combatting or defending against such an
occurrence, seizure or destruction under quarantine or
customs regulations, confiscation by order of any government
or public authority; or risks of contraband or illegal
transportation or trade.
EXTRAORDINARY LOSSES: Any loss incurred on a Mortgage Loan caused by or
resulting from an Extraordinary Event.
FANNIE MAE: Fannie Mae, a federally chartered and privately owned
corporation organized and existing under the Federal National Mortgage
Association Charter Act, or any successor thereto.
FASIT: A "financial asset securitization investment trust" within the
meaning of Section 860L of the Code.
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FDIC: Federal Deposit Insurance Corporation or any successor thereto.
FINAL SCHEDULED DISTRIBUTION DATE: For purposes of Exhibit A, with
respect to the Class A-1 Certificates, January 25, 2011, with respect to the
Class A-2 Certificates, December 25, 2018 and with respect to the Class A-3
Certificates, October 25, 2029. No Event of Default under this Agreement will
arise or become applicable solely by reason of the failure to retire the entire
Certificate Principal Balance of any Class of Class A Certificates by its Final
Scheduled Distribution Date.
FREDDIE MAC: Freddie Mac, a corporate instrumentality of the United
States created and existing under Title III of the Emergency Home Finance Act of
1970, as amended, or any successor thereto.
FINAL DISTRIBUTION DATE: The Distribution Date on which the final
distribution in respect of the Certificates will be made pursuant to Section
9.01, which Final Distribution Date shall in no event be later than the end of
the 90-day liquidation period described in Section 9.02.
FITCH: Fitch IBCA, Inc.
FORECLOSURE PROFITS: As to any Distribution Date or related
Determination Date and any Mortgage Loan, the excess, if any, of Liquidation
Proceeds, Insurance Proceeds and REO Proceeds (net of all amounts reimbursable
therefrom pursuant to Section 3.10(a)(ii)) in respect of each Mortgage Loan or
REO Property for which a Cash Liquidation or REO Disposition occurred in the
related Prepayment Period over the sum of the unpaid principal balance of such
Mortgage Loan or REO Property (determined, in the case of an REO Disposition, in
accordance with Section 3.14) plus accrued and unpaid interest at the Mortgage
Rate on such unpaid principal balance from the Due Date to which interest was
last paid by the Mortgagor to the first day of the month following the month in
which such Cash Liquidation or REO Disposition occurred.
FORECLOSURE RESTRICTED LOAN: A Mortgage Loan which was between 60
and 89 days delinquent as of the Cut-off Date, as indicated on Exhibit S;
provided, that such Mortgage Loan will no longer be a Foreclosure Restricted
Loan if such Mortgage Loan becomes current for three consecutive Monthly
Payments after the Cut-off Date.
FRAUD LOSS AMOUNT: As of any date of determination after the Cut-off
Date, an amount equal to (X) prior to the first anniversary of the Cut-off Date
an amount equal to 3.00% of the aggregate outstanding principal balance of all
of the Mortgage Loans as of the Cut-off Date minus the aggregate amount of Fraud
Losses allocated through Subordination, in accordance with Section 4.05 since
the Cut-off Date up to such date of determination, (Y) from the first to the
second anniversary of the Cut-off Date, an amount equal to (1) the lesser of (a)
the Fraud Loss Amount as of the most recent anniversary of the Cut-off Date and
(b) 2.00% of the aggregate outstanding principal balance of all of the Mortgage
Loans as of the most recent anniversary of the Cut-off Date minus (2) the Fraud
Losses allocated through Subordination, in accordance with Section 4.05 since
the most recent anniversary of the Cut-off Date up to such date of determination
and (Z) from the
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second to the fifth anniversary of the Cut-off Date, an amount equal to (1) the
lesser of (a) the Fraud Loss Amount as of the most recent anniversary of the
Cut-off Date and (b) 1.00% of the aggregate outstanding principal balance of all
of the Mortgage Loans as of the most recent anniversary of the Cut-off Date
minus (2) the Fraud Losses allocated through Subordination, in accordance with
Section 4.05 since the most recent anniversary of the Cut-off Date up to such
date of determination. On and after the fifth anniversary of the Cut-off Date
the Fraud Loss Amount shall be zero.
The Fraud Loss Amount may be further reduced by the Master Servicer
(including accelerating the manner in which such coverage is reduced) provided
that prior to any such reduction, the Master Servicer shall (i) obtain written
approval from the Insurer and obtain written confirmation from each Rating
Agency that such reduction shall not reduce the rating assigned to any Class of
Class A Certificates by such Rating Agency below the lower of the then-current
rating or the rating assigned to such Certificates as of the Closing Date by
such Rating Agency, without taking into account the Policy; and (ii) provide a
copy of such written confirmation to the Trustee and the Insurer.
FRAUD LOSSES: Losses on Mortgage Loans as to which there was fraud in the
origination of such Mortgage Loan.
HOMECOMINGS: HomeComings Financial Network, Inc., a wholly-owned
subsidiary of Residential Funding.
INDEPENDENT: When used with respect to any specified Person, means
such a Person who (i) is in fact independent of the Depositor, the Master
Servicer and the Trustee, or any Affiliate thereof, (ii) does not have any
direct financial interest or any material indirect financial interest in the
Depositor, the Master Servicer or the Trustee or in an Affiliate thereof, and
(iii) is not connected with the Depositor, the Master Servicer or the Trustee as
an officer, employee, promoter, underwriter, trustee, partner, director or
person performing similar functions.
INITIAL CERTIFICATE PRINCIPAL BALANCE: With respect to each Class of
Certificates, the Certificate Principal Balance of such Class of Certificates as
of the Cut-off Date as set forth in the Preliminary Statement hereto.
INSURANCE ACCOUNT: The account or accounts created and maintained
pursuant to Section 4.08, which shall be entitled "Bank One, National
Association, as trustee, in trust for the registered holders of Residential
Asset Mortgage Products, Inc., Mortgage Asset-Backed Pass-Through Certificates,
Series 2000-RZ1," and which must be an Eligible Account.
INSURANCE AGREEMENT: The Insurance and Indemnity Agreement, dated as of
February 24, 2000, among the Insurer, the Trustee, the Master Servicer and the
Depositor.
INSURANCE PROCEEDS: Proceeds paid in respect of the Mortgage Loans pursuant
to any insurance policy covering a Mortgage Loan, to the extent such proceeds
are payable to the mortgagee
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under the Mortgage, any Subservicer, the Master Servicer or the Trustee and are
not applied to the restoration of the related Mortgaged Property or released to
the Mortgagor in accordance with the procedures that the Master Servicer would
follow in servicing mortgage loans held for its own account.
INSURED AMOUNT: With respect to the Class A Certificates, as of any
Distribution Date, the Deficiency Amount, if any, for such Distribution Date.
INSURER: Ambac Assurance Corporation, a Wisconsin-domiciled stock insurance
corporation or its successors in interest.
INSURER ACCOUNT: An account of the Insurer maintained at Citibank, N.A.
(ABA No. 021-000089), Account No. 40609486, Attention: Pamela Dottin, or such
other account as may be designated by the Insurer to the Trustee in writing not
less than five Business Days prior to the related Distribution Date.
INSURER DEFAULT: The existence and continuance of any of the
following: (a) a failure by the Insurer to make a payment required under the
Policy in accordance with its terms; or (b)(i) the Insurer (A) files any
petition or commences any case or proceeding under any provision or chapter of
the Bankruptcy Code or any other similar federal or state law relating to
insolvency, bankruptcy, rehabilitation, liquidation or reorganization, (B) makes
a general assignment for the benefit of its creditors, or (C) has an order for
relief entered against it under the Bankruptcy Code or any other similar federal
or state law relating to insolvency, bankruptcy, rehabilitation, liquidation or
reorganization which is final and nonappealable; or (ii) a court of competent
jurisdiction, the Wisconsin insurance department or other competent regulatory
authority enters a final and nonappealable order, judgment or decree (A)
appointing a custodian, trustee, agent or receiver for the Insurer or for all or
any material portion of its property or (B) authorizing the taking of possession
by a custodian, trustee, agent or receiver of the Insurer (or the taking of
possession of all or any material portion of the property of the Insurer).
INTEREST ACCRUAL PERIOD: With respect to any Distribution Date, the prior
calendar month.
INTEREST DISTRIBUTION AMOUNT: As defined in Section 4.02(a)(i).
LATE COLLECTIONS: With respect to any Mortgage Loan, all amounts
received during any Due Period, whether as late payments of Monthly Payments or
as Insurance Proceeds, Liquidation Proceeds or otherwise, which represent late
payments or collections of Monthly Payments due but delinquent for a previous
Due Period and not previously recovered.
LATE PAYMENT RATE: As defined in the Insurance Agreement.
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LIQUIDATION PROCEEDS: Amounts (other than Insurance Proceeds)
received by the Master Servicer in connection with the taking of an entire
Mortgaged Property by exercise of the power of eminent domain or condemnation or
in connection with the liquidation of a defaulted Mortgage Loan through
trustee's sale, foreclosure sale or otherwise, other than REO Proceeds.
LOAN-TO-VALUE RATIO: As of any date, the fraction, expressed as a
percentage, the numerator of which is the current principal balance of the
related Mortgage Loan at the date of determination and the denominator of which
is the Appraised Value of the related Mortgaged Property.
MATURITY DATE: With respect to each "regular interest" issued by
each of REMIC I, REMIC II, REMIC III and REMIC IV, the latest possible maturity
date, solely for purposes of Section 1.860G-1(a)(4)(iii) of the Treasury
Regulations, by which the principal balance of each such "regular interest"
would be reduced to zero, which is October 25, 2029, which is the Distribution
Date three years following the latest scheduled maturity date of any Mortgage
Loan.
MODIFIED MORTGAGE LOAN: Any Mortgage Loan that has been the subject of a
Servicing Modification.
MODIFIED NET MORTGAGE RATE: As to any Mortgage Loan that is the
subject of a Servicing Modification, the Net Mortgage Rate minus the rate per
annum by which the Mortgage Rate on such Mortgage Loan was reduced.
MONTHLY PAYMENT: With respect to any Mortgage Loan (including any
REO Property) and the Due Date in any Due Period, the payment of principal and
interest due thereon in accordance with the amortization schedule at the time
applicable thereto (after adjustment, if any, for Curtailments and for Deficient
Valuations occurring prior to such Due Date but before any adjustment to such
amortization schedule by reason of any bankruptcy, other than a Deficient
Valuation, or similar proceeding or any moratorium or similar waiver or grace
period and before any Servicing Modification that constitutes a reduction of the
interest rate on such Mortgage Loan).
MOODY'S: Moody's Investors Service, Inc., or its successor in interest.
MORTGAGE: With respect to each Mortgage Note the mortgage, deed of
trust or other comparable instrument creating a first lien on an estate in fee
simple or leasehold interest in real property securing a Mortgage Note.
MORTGAGE FILE: The mortgage documents listed in Section 2.01
pertaining to a particular Mortgage Loan and any additional documents required
to be added to the Mortgage File pursuant to this Agreement.
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MORTGAGE LOAN SCHEDULE: The lists of the Mortgage Loans attached
hereto as Exhibit F (as amended from time to time to reflect the addition of
Qualified Substitute Mortgage Loans), which lists shall set forth at a minimum
the following information as to each Mortgage Loan:
(i) the Mortgage Loan identifying number ("RFC LOAN #");
(ii) the street address of the Mortgaged Property including state
and zip code ("ADDRESS");
(iii) the maturity of the Mortgage Note ("MATURITY DATE", or
"MATURITY DT" for Mortgage Loans;
(iv) the Mortgage Rate as of the Cut-off Date ("ORIG RATE")
(v) the Net Mortgage Rate as of the Cut-off Date ("CURR NET");
(vi) the scheduled monthly payment of principal, if any, and
interest as of the Cutoff Date ("ORIGINAL P & I");
(vii) the Cut-off Date Principal Balance ("PRINCIPAL BAL");
(viii)the Loan-to-Value Ratio at origination ("LTV");
(ix) a code "T", "BT" or "CT" under the column "LN FEATURE,"
indicating that the Mortgage Loan is secured by a second or
vacation residence (the absence of any such code means the
Mortgage Loan is secured by a primary residence); and
(x) a code "N" under the column "OCCP CODE", indicating that the
Mortgage Loan is secured by a non-owner occupied residence
(the absence of any such code means the Mortgage Loan is
secured by an owner occupied residence).
Such schedules may consist of multiple reports that collectively set
forth all of the information required.
MORTGAGE LOANS: Such of the mortgage loans transferred and assigned
to the Trustee pursuant to Section 2.01 as from time to time are held or deemed
to be held as a part of the Trust Fund, the Mortgage Loans originally so held
being identified in the initial Mortgage Loan Schedule, and Qualified Substitute
Mortgage Loans held or deemed held as part of the Trust Fund including, without
limitation, each related Mortgage Note, Mortgage and Mortgage File and all
rights appertaining thereto.
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MORTGAGE NOTE: The originally executed note or other evidence of
indebtedness evidencing the indebtedness of a Mortgagor under a Mortgage Loan,
together with any modification thereto.
MORTGAGE RATE: As to any Mortgage Loan, the interest rate borne by the
related Mortgage Note, or any modification thereto other than a Servicing
Modification.
MORTGAGED PROPERTY: The underlying real property securing a Mortgage Loan.
MORTGAGOR: The obligor on a Mortgage Note.
NET MORTGAGE RATE: With respect to any Mortgage Loan as of any date
of determination, a per annum rate equal to the Adjusted Mortgage Rate for such
Mortgage Loan as of such date minus the sum of (i) the Servicing Fee Rate and
(ii) the Certificate Insurer Premium Modified Rate.
NON-PRIMARY RESIDENCE LOANS: The Mortgage Loans designated as secured by
second or vacation residences, or by non-owner occupied residences, on the
Mortgage Loan Schedule.
NON-UNITED STATES PERSON: Any Person other than a United States Person.
NONRECOVERABLE ADVANCE: Any Advance previously made or proposed to
be made by the Master Servicer in respect of a Mortgage Loan (other than a
Deleted Mortgage Loan) which, in the good faith judgment of the Master Servicer,
will not, or, in the case of a proposed Advance, would not, be ultimately
recoverable by the Master Servicer from related Late Collections, Insurance
Proceeds, Liquidation Proceeds or REO Proceeds.
NONSUBSERVICED MORTGAGE LOAN: Any Mortgage Loan that, at the time of
reference thereto, is not subject to a Subservicing Agreement.
NOTICE: As defined in Section 4.04.
OFFICERS' CERTIFICATE: A certificate signed by the Chairman of the
Board, the President or a Vice President or Assistant Vice President, or a
Director or Managing Director, and by the Treasurer, the Secretary, or one of
the Assistant Treasurers or Assistant Secretaries of the Depositor or the Master
Servicer, as the case may be, and delivered to the Trustee and the Insurer, as
required by this Agreement.
OPINION OF COUNSEL: A written opinion of counsel acceptable to the
Trustee, the Insurer and the Master Servicer, who may be counsel for the
Depositor or the Master Servicer, provided that any opinion of counsel (i)
referred to in the definition of "Disqualified Organization" or (ii) relating to
the qualification of REMIC I, REMIC II, REMIC III or REMIC IV as REMICs or
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compliance with the REMIC Provisions must, unless otherwise specified, be an
opinion of Independent counsel.
OPTIONAL TERMINATION DATE: Any Distribution Date on or after which
the Stated Principal Balance (before giving effect to distributions to be made
on such Distribution Date) of the Mortgage Loans is less than 10.00% of the
Cut-off Date Balance.
OUTSTANDING MORTGAGE LOAN: As to the Due Date in any Due Period, a
Mortgage Loan (including an REO Property) that was not the subject of a
Principal Prepayment in Full, Cash Liquidation or REO Disposition and that was
not purchased, deleted or substituted for prior to such Due Date pursuant to
Section 2.02, 2.03, 2.04 or 4.07.
OVERCOLLATERALIZATION AMOUNT: With respect to any Distribution Date,
the excess, if any, of (a) the aggregate Stated Principal Balances of the
Mortgage Loans before giving effect to distributions of principal to be made on
such Distribution Date over (b) the aggregate Certificate Principal Balance of
the Class A Certificates immediately prior to such date.
OVERCOLLATERALIZATION INCREASE AMOUNT: With respect to any
Distribution Date other than the first Distribution Date, the lesser of (a) the
Excess Cash Flow for such Distribution Date available to make payments pursuant
to Section 4.02(a)(v), and (b) the excess, if any, of (1) the Required
Overcollateralization Amount for such Distribution Date over (2) the
Overcollateralization Amount for such Distribution Date. With respect to the
first Distribution Date, the Overcollateralization Increase Amount shall be
equal to zero.
OVERCOLLATERALIZATION REDUCTION AMOUNT: With respect to any
Distribution Date, to the extent the Excess Overcollateralization Amount is, or
would be, after taking into account all other distributions to be made on such
Distribution Date, greater than zero, the Overcollateralization Reduction Amount
shall be equal to the lesser of (i) the Excess Overcollateralization Amount for
such Distribution Date and (ii) any amounts described in clauses (b)(i) through
(iv) of the defintion of "Principal Distribution Amount" for such Distribution
Date.
OWNERSHIP INTEREST: As to any Certificate, any ownership or security
interest in such Certificate, including any interest in such Certificate as the
Holder thereof and any other interest therein, whether direct or indirect, legal
or beneficial, as owner or as pledgee.
PASS-THROUGH RATE: With respect to the Class A-1 Certificates and
any Distribution Date, 7.51% per annum. With respect tot he Class A-2
Certificates and any Distribution Date, 8.00% per annum. With respect to the
Class A-3 Certificates, on any Distribution Date prior to the first Distribution
Date after the first possible Optional Termination Date, the lesser of (i) 8.27%
per annum and (ii) the Weighted Average Net Mortgage Rate for such Distribution
Date. With respect to the Class A-3 Certificates, on any Distribution Date after
the first Distribution Date on or after the first possible Optional Termination
Date, the lesser of (i) 8.77% per annum and (ii) the Weighted Average Net
Mortgage Rate for such Distribution Date.
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With respect to the Class SB Certificates and any Distribution Date,
a rate per annum equal to the percentage equivalent of a fraction, the numerator
of which is the sum of the amounts calculated pursuant to clauses (i) through
(vi) below, and the denominator of which is the aggregate principal balance of
the REMIC III Regular Interests. For purposes of calculating the Pass-Through
Rate for the Class SB Certificates, the numerator is equal to the sum of the
following components:
(i) the Uncertificated Pass-Through Rate for REMIC III Regular
Interest MT1 minus two (2) times the weighted average of the
Uncertificated Pass-Through Rates for REMIC III Regular
Interests MT2, MT3, MT4 and MT5, with the rate on REMIC III
Regular Interest MT5 subject to a cap equal to zero for the
purpose of this calculation applied to a notional amount equal
to the Uncertificated Balance of MT1;
(ii) the weighted average of the Uncertificated Pass-Through
Rates for REMIC III Regular Interests MT2, MT3 and MT4 minus
two (2) times the weighted average of the Uncertificated
Pass-Through Rates for REMIC III Regular Interests MT2, MT3,
MT4 and MT5, with the rate on REMIC III Regular Interest MT5
subject to a cap equal to zero for the purpose of this
calculation applied to a notional amount equal to the sum of
the Uncertificated Balances of MT2, MT3 and MT4;
(iii) the Uncertificated Pass-Through Rate for REMIC III
Regular Interest MT5 minus two (2) times the weighted average
of the Uncertificated Pass-Through Rates for REMIC III Regular
Interests MT2, MT3, MT4 and MT5, with the rate on REMIC III
Regular Interest MT5 subject to a cap equal to zero for the
purpose of calculating this weighted average applied to a
notional amount equal to the Uncertificated Balance of MT5;
(iv) 100% of the Uncertificated Pass-Through Rate for REMIC
III Regular Interest MT2S;
(v) 100% of the Uncertificated Pass-Through Rate for REMIC III
Regular Interest MT3S; and
(vi) 100% of the Uncertificated Pass-Through Rate for REMIC
III Regular Interest MT4S.
PAYING AGENT: Bank One, National Association or any successor Paying Agent
appointed by the Trustee.
PERCENTAGE INTEREST: With respect to any Class A Certificate, the
undivided percentage ownership interest in the related Class evidenced by such
Certificate, which percentage ownership interest shall be equal to the Initial
Certificate Principal Balance thereof divided by the aggregate
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Initial Certificate Principal Balance of all of the Certificates of the same
Class. The Percentage Interest with respect to a Class SB or Class R Certificate
shall be stated on the face thereof.
PERMITTED INVESTMENTS: One or more of the following:
(i) obligations of or guaranteed as to principal and interest by the
United States or any agency or instrumentality thereof when such
obligations are backed by the full faith and credit of the United States;
(ii) repurchase agreements on obligations specified in clause (i)
maturing not more than one month from the date of acquisition thereof,
provided that the unsecured obligations of the party agreeing to
repurchase such obligations are at the time rated by each Rating Agency in
its highest short-term rating available;
(iii) federal funds, certificates of deposit, demand deposits, time
deposits and bankers' acceptances (which shall each have an original
maturity of not more than 90 days and, in the case of bankers'
acceptances, shall in no event have an original maturity of more than 365
days or a remaining maturity of more than 30 days) denominated in United
States dollars of any U.S. depository institution or trust company
incorporated under the laws of the United States or any state thereof or
of any domestic branch of a foreign depository institution or trust
company; provided that the debt obligations of such depository institution
or trust company (or, if the only Rating Agency is Standard & Poor's, in
the case of the principal depository institution in a depository
institution holding company, debt obligations of the depository
institution holding company) at the date of acquisition thereof have been
rated by each Rating Agency in its highest short-term rating available;
and provided further that, if the only Rating Agency is Standard & Poor's
and if the depository or trust company is a principal subsidiary of a bank
holding company and the debt obligations of such subsidiary are not
separately rated, the applicable rating shall be that of the bank holding
company; and, provided further that, if the original maturity of such
short-term obligations of a domestic branch of a foreign depository
institution or trust company shall exceed 30 days, the short-term rating
of such institution shall be A-1+ in the case of Standard & Poor's if
Standard & Poor's is the Rating Agency;
(iv) commercial paper (having original maturities of not more than
365 days) of any corporation incorporated under the laws of the United
States or any state thereof which on the date of acquisition has been
rated by each Rating Agency in its highest short-term rating available;
provided that such commercial paper shall have a remaining maturity of not
more than 30 days;
(v) a money market fund or a qualified investment fund rated by each
Rating Agency in its highest long-term rating available; and
(vi) other obligations or securities that are acceptable to each
Rating Agency as a Permitted Investment hereunder and will not reduce the
rating assigned to any Class of
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Certificates by such Rating Agency below the lower of the then-current
rating or the rating assigned to such Certificates as of the Closing Date
by such Rating Agency, as evidenced in writing;
PROVIDED, HOWEVER, that no instrument shall be a Permitted Investment if it
represents, either (1) the right to receive only interest payments with respect
to the underlying debt instrument or (2) the right to receive both principal and
interest payments derived from obligations underlying such instrument and the
principal and interest payments with respect to such instrument provide a yield
to maturity greater than 120% of the yield to maturity at par of such underlying
obligations. References herein to the highest rating available on unsecured
long-term debt shall mean AAA in the case of Standard & Poor's and Fitch and Aaa
in the case of Moody's, and references herein to the highest rating available on
unsecured commercial paper and short-term debt obligations shall mean A-1 in the
case of Standard & Poor's, P-1 in the case of Moody's and either A-1 by Standard
& Poor's, P-1 by Moody's or F-1 by Fitch in the case of Fitch.
PERMITTED TRANSFEREE: Any Transferee of a Class R Certificate, other than a
Disqualified Organization or Non-United States Person.
PERSON: Any individual, corporation, limited liability company,
partnership, joint venture, association, joint-stock company, trust,
unincorporated organization or government or any agency or political subdivision
thereof.
POLICY: The Certificate Guaranty Insurance Policy No. AB0340BE issued by
the Insurer in respect of the Class A Certificates, a copy of which is attached
hereto as Exhibit P.
PREPAYMENT ASSUMPTION: With respect to each Class of Class A
Certificates, the prepayment assumption to be used for determining the accrual
of original issue discount and premium and market discount on such Certificates
for federal income tax purposes, which assumes a prepayment rate of 100% of the
Prepayment Assumption with respect to the Mortgage Loans. 100% of the Prepayment
Assumption with respect to the Mortgage Loans assumes a constant prepayment rate
of 4% per annum for the first month, increasing each month by an additional
approximate 1.1429% until the fifteenth month. Beginning in the fifteenth month
and in each month thereafter during the life of the Mortgage Loans, 100% of the
Prepayment Assumption with respect to the Mortgage Loans assumes a constant
prepayment rate of 20% per annum each month.
PREPAYMENT INTEREST SHORTFALL: As to any Distribution Date and any
Mortgage Loan (other than a Mortgage Loan relating to an REO Property) that was
the subject of (a) a Principal Prepayment in Full during the related Prepayment
Period, an amount equal to the excess of one month's interest at the related Net
Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage
Loan) on the Stated Principal Balance of such Mortgage Loan over the amount of
interest (adjusted to the related Net Mortgage Rate (or Modified Net Mortgage
Rate in the case of a Modified Mortgage Loan)) paid by the Mortgagor for such
Prepayment Period to the date of such Principal Prepayment in Full or (b) a
Curtailment during the prior calendar month (other than Curtailments resulting
from the Master Servicer's treatment of Simple Interest Mortgage Loans in
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Section 3.10(d)), an amount equal to one month's interest at the related Net
Mortgage Rate (or Modified Net Mortgage Rate in the case of a Modified Mortgage
Loan) on the amount of such Curtailment.
PREPAYMENT PERIOD: As to any Distribution Date, the calendar month
preceding the month of distribution.
PRINCIPAL DISTRIBUTION AMOUNT: With respect to any Distribution Date, the
lesser of (a) the excess of (i) the Available Distribution Amount over (ii) the
Interest Distribution Amount and (b) the sum of:
(i) the principal portion of each Monthly Payment received or
Advanced with respect to the related Due Period on each
Outstanding Mortgage Loan;
(ii) the Stated Principal Balance of any Mortgage Loan repurchased
during the related Prepayment Period (or deemed to have been
so repurchased in accordance with Section 3.07(b)) pursuant to
Section 2.02, 2.03, 2.04 or 4.07 and the amount of any
shortfall deposited in the Custodial Account in connection
with the substitution of a Deleted Mortgage Loan pursuant to
Section 2.03 or 2.04 during the related Prepayment Period;
(iii) the principal portion of all other unscheduled collections on
the Mortgage Loans (including, without limitation, Principal
Prepayments in Full, Curtailments, Insurance Proceeds,
Liquidation Proceeds and REO Proceeds) received during the
related Prepayment Period (or deemed to have been so received)
to the extent applied by the Master Servicer as recoveries of
principal of the Mortgage Loans pursuant to Section 3.14;
(iv) the principal portion of any Realized Losses (other than
Excess Losses) incurred (or deemed to have been incurred) on
any Mortgage Loans in the calendar month preceding such
Distribution Date to the extent covered by Excess Cash Flow
for such Distribution Date; and
(v) except on the first Distribution Date, the amount of any
Overcollateralization Increase Amount for such Distribution
Date;
MINUS
(vi) the amount of any Overcollateralization Reduction Amount for
such Distribution Date.
PRINCIPAL PREPAYMENT: Any payment of principal or other recovery on a
Mortgage Loan, including a recovery that takes the form of Liquidation Proceeds
or Insurance Proceeds, which
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is received in advance of its scheduled Due Date and is not accompanied by an
amount as to interest representing scheduled interest on such payment due on any
date or dates in any month or months subsequent to the month of prepayment.
PRINCIPAL PREPAYMENT IN FULL: Any Principal Prepayment made by a Mortgagor
of the entire principal balance of a Mortgage Loan.
PROGRAM GUIDE: The Residential Funding Seller Guide for mortgage
collateral sellers that participate in Residential Funding's standard mortgage
programs, and Residential Funding's Servicing Guide and any other subservicing
arrangements which Residential Funding has arranged to accommodate the servicing
of the Mortgage Loans.
PURCHASE PRICE: With respect to any Mortgage Loan (or REO Property)
required to be or otherwise purchased on any date pursuant to Section 2.02,
2.03, 2.04 or 4.07, an amount equal to the sum of (i) 100% of the Stated
Principal Balance thereof plus the principal portion of any related unreimbursed
Advances and (ii) unpaid accrued interest at the Adjusted Mortgage Rate (or
Modified Net Mortgage Rate plus the rate per annum at which the Servicing Fee
and the Certificate Insurer Premium Modified Rate is calculated in the case of a
Modified Mortgage Loan) (or at the Net Mortgage Rate (or Modified Net Mortgage
Rate in the case of a Modified Mortgage Loan)) plus the Certificate Insurer
Premium Modified Rate, if any, in the case of a purchase made by the Master
Servicer) on the Stated Principal Balance thereof to the first day of the month
following the month of purchase from the Due Date to which interest was last
paid by the Mortgagor.
QUALIFIED SUBSTITUTE MORTGAGE LOAN: A Mortgage Loan substituted by
Residential Funding or the Depositor for a Deleted Mortgage Loan which must, on
the date of such substitution, as confirmed in an Officers' Certificate
delivered to the Trustee, (i) have an outstanding principal balance, after
deduction of the principal portion of the monthly payment due in the month of
substitution (or in the case of a substitution of more than one Mortgage Loan
for a Deleted Mortgage Loan, an aggregate outstanding principal balance, after
such deduction), not in excess of the Stated Principal Balance of the Deleted
Mortgage Loan (the amount of any shortfall to be deposited by Residential
Funding, in the Custodial Account in the month of substitution); (ii) have a
Mortgage Rate and a Net Mortgage Rate no lower than and not more than 1% per
annum higher than the Mortgage Rate and Net Mortgage Rate, respectively, of the
Deleted Mortgage Loan as of the date of substitution; (iii) have a Loan-to-Value
Ratio at the time of substitution no higher than that of the Deleted Mortgage
Loan at the time of substitution; (iv) have a remaining term to stated maturity
not greater than (and not more than one year less than) that of the Deleted
Mortgage Loan; and (v) comply with each representation and warranty set forth in
Sections 2.03 and 2.04 hereof and Section 4 of the Assignment Agreement. If any
single Deleted Mortgage Loan is a Simple Interest Mortgage Loan, a Qualified
Substitute Mortgage Loan shall only include a single Simple Interest Mortgage
Loan.
RATING AGENCY: Standard & Poor's and Fitch. If either agency or a successor
is no longer in existence, "Rating Agency" shall be such statistical credit
rating agency, or other
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comparable Person, designated by the Depositor and with respect to the Class A
Certificates, the Insurer, notice of which designation shall be given to the
Trustee and the Master Servicer.
REALIZED LOSS: With respect to each Mortgage Loan (or REO Property)
as to which a Cash Liquidation or REO Disposition has occurred, an amount (not
less than zero) equal to (i) the Stated Principal Balance of the Mortgage Loan
(or REO Property) as of the date of Cash Liquidation or REO Disposition, plus
(ii) interest (and REO Imputed Interest, if any) at the Net Mortgage Rate and
the Certificate Insurer Premium Modified Rate from the Due Date as to which
interest was last paid or advanced to Certificateholders up to the last day of
the month in which the Cash Liquidation (or REO Disposition) occurred on the
Stated Principal Balance of such Mortgage Loan (or REO Property) outstanding
during each Due Period that such interest was not paid or advanced, minus (iii)
the proceeds, if any, received during the month in which such Cash Liquidation
(or REO Disposition) occurred, to the extent applied as recoveries of interest
at the Net Mortgage Rate and the Certificate Insurer Premium Modified Rate and
to principal of the Mortgage Loan, net of the portion thereof reimbursable to
the Master Servicer or any Subservicer with respect to related Advances or
expenses as to which the Master Servicer or Subservicer is entitled to
reimbursement thereunder but which have not been previously reimbursed. With
respect to each Mortgage Loan which is the subject of a Servicing Modification,
(a) the amount by which the interest portion of a Monthly Payment or the
principal balance of such Mortgage Loan was reduced, and (b) any such amount
with respect to a Monthly Payment that was or would have been due in the month
immediately following the month in which a Principal Prepayment or the Purchase
Price of such Mortgage Loan is received or is deemed to have been received. With
respect to each Mortgage Loan which has become the subject of a Deficient
Valuation, the difference between the principal balance of the Mortgage Loan
outstanding immediately prior to such Deficient Valuation and the principal
balance of the Mortgage Loan as reduced by the Deficient Valuation. With respect
to each Mortgage Loan which has become the object of a Debt Service Reduction,
the amount of such Debt Service Reduction. Notwithstanding the above, neither a
Deficient Valuation nor a Debt Service Reduction shall be deemed a Realized Loss
hereunder so long as the Master Servicer has notified the Trustee and the
Insurer in writing that the Master Servicer is diligently pursuing any remedies
that may exist in connection with the representations and warranties made
regarding the related Mortgage Loan and either (A) the related Mortgage Loan is
not in default with regard to payments due thereunder or (B) delinquent payments
of principal and interest under the related Mortgage Loan and any premiums on
any applicable primary hazard insurance policy and any related escrow payments
in respect of such Mortgage Loan are being advanced on a current basis by the
Master Servicer or a Subservicer, in either case without giving effect to any
Debt Service Reduction.
RECORD DATE: With respect to each Distribution Date, the close of
business on the last Business Day of the month next preceding the month in which
the related Distribution Date occurs.
REGULAR INTEREST: Any one of the regular interests in the Trust Fund.
RELIEF ACT: The Soldiers' and Sailors' Civil Relief Act of 1940, as
amended.
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REMIC: A "real estate mortgage investment conduit" within the
meaning of Section 860D of the Code. As used herein, the term "the REMIC" shall
mean the Trust Fund created under this Agreement.
REMIC ADMINISTRATOR: Residential Funding Corporation. If Residential
Funding Corporation is found by a court of competent jurisdiction to no longer
be able to fulfill its obligations as REMIC Administrator under this Agreement
the Master Servicer or Trustee acting as Master Servicer shall appoint a
successor REMIC Administrator, acceptable to the Insurer, subject to assumption
of the REMIC Administrator obligations under this Agreement.
REMIC I: The segregated pool of assets subject hereto, constituting
a portion of the primary trust created hereby and to be administered hereunder,
with respect to which a separate REMIC election is to be made (other than with
respect to the items in clause (v) and the proceeds thereof), consisting of:
(i) the Mortgage Loans and the related Mortgage Files;
(ii) all payments on and collections in respect of the
Mortgage Loans due after the Cut-off Date (other than Monthly Payments due
in February 2000) as shall be on deposit in the Custodial Account or in
the Certificate Account and identified as belonging to the Trust Fund;
(iii) property which secured a Mortgage Loan and which has
been acquired for the benefit of the Certificateholders by foreclosure or
deed in lieu of foreclosure;
(iv) the hazard insurance policies pertaining to the Mortgage
Loans, if any;
(v) the Policy; and
(vi) all proceeds of clauses (i) through (v) above.
REMIC PROVISIONS: Provisions of the federal income tax law relating
to real estate mortgage investment conduits, which appear at Sections 860A
through 860G of Subchapter M of Chapter 1 of the Code, and related provisions,
and temporary and final regulations (or, to the extent not inconsistent with
such temporary or final regulations, proposed regulations) and published
rulings, notices and announcements promulgated thereunder, as the foregoing may
be in effect from time to time.
REMIC I REGULAR INTEREST BT: A regular interest in REMIC I that is
held as an asset of REMIC II, that has an initial principal balance equal to the
related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
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REMIC I REGULAR INTERESTS: Collectively, the REMIC I Regular
Interest BT and the REMIC I Regular Interests SI.
REMIC I REGULAR INTERESTS SI: Each a regular interest in REMIC I
that is held as an asset of REMIC II, each having an initial principal balance
equal to the related Uncertificated Principal Balance, bearing interest at the
related Uncertificated Pass-Through Rate, and having such other terms as are
described herein.
REMIC II INTEREST LOSS ALLOCATION AMOUNT: With respect to any
Distribution Date, an amount equal to (a) the product of (i) the aggregate
Uncertificated Principal Balance of the REMIC I Regular Interests and (ii) the
Uncertificated Pass-Through Rate for REMIC II Regular Interest LT1 minus two (2)
times the weighted average of the Uncertificated Pass-Through Rates for REMIC II
Regular Interests LT2, LT3, LT4 and LT5, with the Uncertificated Pass-Through
Rate on REMIC II Regular Interest LT5 subject to a cap equal to zero for
purposes of this calculation, divided by (b) 12.
REMIC II OVERCOLLATERALIZED AMOUNT: With respect to any date of
determination, (i) 1% of the aggregate Uncertificated Principal Balances of the
REMIC II Regular Interests minus (ii) the sum of the Uncertificated Principal
Balances of REMIC II Regular Interests LT2, LT3 and LT4 as of such date of
determination.
REMIC II PRINCIPAL LOSS ALLOCATION AMOUNT: With respect to any
Distribution Date, an amount equal to the product of (i) the aggregate
Uncertificated Principal Balance of the REMIC I Regular Interests and (ii) 1
minus a fraction, the numerator of which is two times the sum of the
Uncertificated Principal Balances of REMIC II Regular Interests LT2, LT3 and LT4
and the denominator of which is the sum of the Uncertificated Principal Balances
of REMIC II Regular Interests LT2, LT3, LT4 and LT5.
REMIC II REGULAR INTEREST LT1: A regular interest in REMIC II that
is held as an asset of REMIC III, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC II REGULAR INTEREST LT2: A regular interest in REMIC II that
is held as an asset of REMIC III, that has an initial principal balance equal
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC II REGULAR INTEREST LT3: A regular interest in REMIC II that
is held as an asset of REMIC III, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
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REMIC II REGULAR INTEREST LT4: A regular interest in REMIC II that
is held as an asset of REMIC III, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC II REGULAR INTEREST LT5: A regular interest in REMIC II that
is held as an asset of REMIC III, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC II REGULAR INTEREST LT5 MAXIMUM INTEREST DEFERRAL AMOUNT: With
respect to any Distribution Date, the excess of (i) Uncertificated Accrued
Interest calculated with the REMIC II Regular Interest LT5 Uncertificated
Pass-Through Rate and an Uncertificated Principal Balance equal to the
Uncertificated Principal Balance of REMIC II Regular Interest LT5 minus the
REMIC II Overcollateralized Amount, in each case for such Distribution Date,
over (ii) the sum of Uncertificated Accrued Interest on REMIC II Regular
Interests LT2, LT3 and LT4 for such Distribution Date.
REMIC II REGULAR INTERESTS: Collectively, the REMIC II Regular
Interests LT1, LT2, LT3, LT4 and LT5.
REMIC II REQUIRED OVERCOLLATERALIZED AMOUNT: 1% of the Required
Overcollateralization Amount.
REMIC III REGULAR INTEREST MT1: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT2: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT3: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT4: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
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REMIC III REGULAR INTEREST MT5: A regular interest in REMIC III that
is held as an asset of REMIC IV, that has an initial principal balance equal to
the related Uncertificated Principal Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT2S: A regular interest in REMIC III
that is held as an asset of REMIC IV, that has a notional balance equal to the
related Uncertificated Notional Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT3S: A regular interest in REMIC III
that is held as an asset of REMIC IV, that has a notional balance equal to the
related Uncertificated Notional Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTEREST MT4S: A regular interest in REMIC III
that is held as an asset of REMIC IV, that has a notional balance equal to the
related Uncertificated Notional Balance, that bears interest at the related
Uncertificated Pass-Through Rate, and that has such other terms as are described
herein.
REMIC III REGULAR INTERESTS: Collectively, REMIC III Regular
Interests MT1, MT2, MT3, MT4, MT5, MT2S, MT3S, and MT4S.
REO ACQUISITION: The acquisition by the Master Servicer on behalf of
the Trustee for the benefit of the Certificateholders of any REO Property
pursuant to Section 3.14.
REO DISPOSITION: As to any REO Property, a determination by the
Master Servicer that it has received substantially all Insurance Proceeds,
Liquidation Proceeds, REO Proceeds and other payments and recoveries (including
proceeds of a final sale) which the Master Servicer expects to be finally
recoverable from the sale or other disposition of the REO Property.
REO IMPUTED INTEREST: As to any REO Property, for any period, an
amount equivalent to interest (at a rate equal to the sum of the Net Mortgage
Rate and the Certificate Insurer Premium Modified Rate that would have been
applicable to the related Mortgage Loan had it been outstanding) on the unpaid
principal balance of the Mortgage Loan as of the date of acquisition thereof for
such period.
REO PROCEEDS: Proceeds, net of expenses, received in respect of any
REO Property (including, without limitation, proceeds from the rental of the
related Mortgaged Property) which proceeds are required to be deposited into the
Custodial Account only upon the related REO Disposition.
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REO PROPERTY: A Mortgaged Property acquired by the Master Servicer
through foreclosure or deed in lieu of foreclosure in connection with a
defaulted Mortgage Loan.
REPURCHASE EVENT: As defined in the Assignment Agreement.
REQUEST FOR RELEASE: A request for release, the forms of which are
attached as Exhibit G hereto, or an electronic request in a form acceptable to
the Custodian.
REQUIRED INSURANCE POLICY: With respect to any Mortgage Loan, any
insurance policy which is required to be maintained from time to time under this
Agreement, the Program Guide or the related Subservicing Agreement in respect of
such Mortgage Loan.
REQUIRED OVERCOLLATERALIZATION AMOUNT: As of any Distribution Date,
(a) if such Distribution Date is prior to the Stepdown Date, 6.50% of the
Cut-off Date Balance, or (b) if such Distribution Date is on or after the
Stepdown Date, the greatest of (i) 13.00% of the then current aggregate Stated
Principal Balances of the Mortgage Loans as of the end of the related Due
Period, (ii) the aggregate Stated Principal Balance of the Mortgage Loans with
the three largest Stated Principal Balances in the Trust Fund as of such
Distribution Date, (iii) 0.50% of the Cut-off Date Balance and (iv) an amount
equal to (a) 2 (two) times (b) the excess of (x) 50% of the aggregate Stated
Principal Balance of the Mortgage Loans which are 90 days or more Delinquent as
of such Distribution Date over (y) 5 (five) times the Excess Cash Flow for such
Distribution Date. The initial amount of overcollateralization is equal to
approximately 5.50% of the Cut-off Date Balance.
The Required Overcollateralization Amount may be reduced with the prior
written consent of the Insurer and notification to the Rating Agencies.
RESIDENTIAL FUNDING: Residential Funding Corporation, a Delaware
corporation, in its capacity as seller of the Mortgage Loans to the Depositor
and any successor thereto.
RESPONSIBLE OFFICER: When used with respect to the Trustee, any
officer of the Corporate Trust Department of the Trustee, including any Senior
Vice President, any Vice President, any Assistant Vice President, any Assistant
Secretary, any Trust Officer or Assistant Trust Officer, or any other officer of
the Trustee customarily performing functions similar to those performed by any
of the above designated officers to whom, with respect to a particular matter,
such matter is referred.
ROLLING SIX-MONTH DELINQUENCY RATIO: As of any Distribution Date,
the fraction, expressed as a percentage, equal to the average of the Delinquency
Ratio for each of the six (or one, two, three, four and five in the case of the
first, second, third, fourth and fifth Distribution Dates) immediately preceding
Due Periods.
SERVICING ACCOUNTS: The account or accounts created and maintained pursuant
to Section 3.08.
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SERVICING ADVANCES: All customary, reasonable and necessary "out of
pocket" costs and expenses incurred in connection with a default, delinquency or
other unanticipated event by the Master Servicer in the performance of its
servicing obligations, including, but not limited to, the cost of (i) the
preservation, restoration and protection of a Mortgaged Property, (ii) any
enforcement or judicial proceedings, including foreclosures, (iii) the
management and liquidation of any REO Property and (iv) compliance with the
obligations under Sections 3.01, 3.08, 3.12(a) and 3.14, including, if the
Master Servicer or any Affiliate of the Master Servicer provides services such
as appraisals and brokerage services that are customarily provided by Persons
other than servicers of mortgage loans, reasonable compensation for such
services.
SERVICING FEE: With respect to any Mortgage Loan and Distribution
Date, the fee payable monthly to the Master Servicer in respect of master
servicing compensation that accrues at an annual rate equal to the Servicing Fee
Rate multiplied by the Stated Principal Balance of such Mortgage Loan as of the
related Due Date in the related Due Period, as may be adjusted pursuant to
Section 3.16(e).
SERVICING FEE RATE: The per annum rate designated on the Mortgage
Loan Schedule as the "MSTR SERV FEE," as may be adjusted with respect to
successor Master Servicers as provided in Section 7.02.
SERVICING MODIFICATION: Any reduction of the interest rate on or the
outstanding principal balance of a Mortgage Loan that is in default or, in the
judgment of the Master Servicer, default is reasonably foreseeable pursuant to a
modification of such Mortgage Loan in accordance with Section 3.07(a).
SERVICING OFFICER: Any officer of the Master Servicer involved in,
or responsible for, the administration and servicing of the Mortgage Loans whose
name and specimen signature appear on a list of servicing officers furnished to
the Trustee and the Insurer by the Master Servicer, as such list may from time
to time be amended.
SERVICING TRIGGER: As of any Distribution Date, for purposes of Section
7.05, "Servicing Trigger; Removal of Master Servicer," the occurrence of any of
the following scenarios:
(i) The aggregate Rolling Six-Month Delinquency Ratio is greater
than 12.00% for the then-current Distribution Date;
(ii) the aggregate Rolling Six-Month Delinquency Ratio is greater
than 10.00% for the then-current and two preceding Distribution Dates;
(iii) the aggregate Twelve-Month Loss Amount is greater than or
equal to 2.75% of the aggregate Stated Principal Balance of the Mortgage
Loans; or
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(iv) the aggregate Realized Losses on the Mortgage Loans exceed (a)
with respect to the first 12 Distribution Dates, 4.00% of the Cut-off Date
Balance, (b) with respect to the next 12 Distribution Dates, 5.50% of the
Cut-off Date Balance, (c) with respect to the next 12 Distribution Dates,
7.50% of the Cut-off Date Balance, (d) with respect to the next 12
Distribution Dates, 10.50% of the Cut-off Date Balance, and (e) with
respect to all Distribution Dates thereafter, 13.00% of the Cut-off Date
Balance.
SIMPLE INTEREST MORTGAGE LOAN: A Mortgage Loan for which the related
Mortgage Note states that payments made will be applied first to interest, then
to principal, based on when such payments are received, as indicated on Exhibit
Q.
SPECIAL HAZARD AMOUNT: As of any Distribution Date, an amount equal
to $1,108,613 minus the sum of (i) the aggregate amount of Special Hazard Losses
allocated through Subordination in accordance with Section 4.05 and (ii) the
Adjustment Amount (as defined below) as most recently calculated. For each
anniversary of the Cut-off Date, the "Adjustment Amount" shall be equal to the
amount, if any, by which the amount calculated in accordance with the preceding
sentence (without giving effect to the deduction of the Adjustment Amount for
such anniversary) exceeds the greater of (A) the greatest of (i) twice the
outstanding principal balance of the Mortgage Loan that has the largest
outstanding principal balance on the Distribution Date immediately preceding
such anniversary, (ii) the product of 1.00% multiplied by the outstanding
principal balance of all Mortgage Loans on the Distribution Date immediately
preceding such anniversary and (iii) the aggregate outstanding principal balance
(as of the immediately preceding Distribution Date) of the Mortgage Loans in any
single five-digit California zip code area with the largest amount of Mortgage
Loans by aggregate principal balance as of such anniversary and (B) the greater
of (i) the product of 0.50% multiplied by the outstanding principal balance of
all Mortgage Loans on the Distribution Date immediately preceding such
anniversary multiplied by a fraction, the numerator of which is equal to the
aggregate outstanding principal balance (as of the immediately preceding
Distribution Date) of all of the Mortgage Loans secured by Mortgaged Properties
located in the State of California divided by the aggregate outstanding
principal balance (as of the immediately preceding Distribution Date) of all of
the Mortgage Loans, expressed as a percentage, and the denominator of which is
equal to 3.6% (which percentage is equal to the percentage of Mortgage Loans
initially secured by Mortgaged Properties located in the State of California)
and (ii) the aggregate outstanding principal balance (as of the immediately
preceding Distribution Date) of the largest Mortgage Loan secured by a Mortgaged
Property located in the State of California.
The Special Hazard Amount may be further reduced by the Master
Servicer (including accelerating the manner in which coverage is reduced)
provided that prior to any such reduction, the Master Servicer shall obtain the
written approval of the Insurer and obtain written confirmation from each Rating
Agency that such reduction shall not reduce the rating assigned to each Class of
Class A Certificates without regard to the Policy by such Rating Agency below
the lower of the then-current rating or the rating assigned to such Certificates
as of the Closing Date by such Rating Agency.
SPECIAL HAZARD LOSS: Any Realized Loss not in excess of the lesser of the
cost of repair or the cost of replacement of a Mortgaged Property suffered by
such Mortgaged Property on
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account of direct physical loss, exclusive of (i) any loss of a type covered by
a hazard policy or a flood insurance policy required to be maintained in respect
of such Mortgaged Property pursuant to Section 3.12(a), except to the extent of
the portion of such loss not covered as a result of any coinsurance provision
and (ii) any Extraordinary Loss.
STANDARD & POOR'S: Standard & Poor's, a division of The McGraw-Hill
Companies, or its successor in interest.
STARTUP DATE: The day designated as such pursuant to Article X hereof.
STATED PRINCIPAL BALANCE: With respect to any Mortgage Loan or
related REO Property, at any given time, the Cut-off Date Principal Balance of
the Mortgage Loan, minus the sum of (a) the principal portion of the Monthly
Payments due with respect to such Mortgage Loan or REO Property during each Due
Period ending prior to the most recent Distribution Date which were received or
with respect to which an Advance was made, and (b) all Principal Prepayments
with respect to such Mortgage Loan or REO Property, and all Insurance Proceeds,
Liquidation Proceeds and REO Proceeds, to the extent applied by the Master
Servicer as recoveries of principal in accordance with Section 3.14 with respect
to such Mortgage Loan or REO Property, in each case which were distributed
pursuant to Section 4.02 or 4.03 on any previous Distribution Date, and (c) any
Realized Loss allocated to Certificateholders with respect thereto for any
previous Distribution Date.
STEPDOWN DATE: The later to occur of (i) the Distribution Date
occurring in September 2002 and (ii) the Distribution Date on which the
aggregate Stated Principal Balance of the Mortgage Loans is less than one-half
of the Cut-off Date Balance.
SUBORDINATION: The provisions described in Section 4.05 relating to the
allocation of Realized Losses (other than any Realized Losses covered by the
Policy).
SUBSERVICED MORTGAGE LOAN: Any Mortgage Loan that, at the time of reference
thereto, is subject to a Subservicing Agreement.
SUBSERVICER: Any Person with whom the Master Servicer has entered
into a Subservicing Agreement and who generally satisfied the requirements set
forth in the Program Guide in respect of the qualification of a Subservicer as
of the date of its approval as a Subservicer by the Master Servicer.
SUBSERVICER ADVANCE: Any delinquent installment of principal and
interest on a Mortgage Loan which is advanced by the related Subservicer (net of
its Subservicing Fee) pursuant to the Subservicing Agreement.
SUBSERVICING ACCOUNT: An account established by a Subservicer in accordance
with Section 3.08.
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SUBSERVICING AGREEMENT: The written contract between the Master
Servicer and any Subservicer relating to servicing and administration of certain
Mortgage Loans as provided in Section 3.02, generally in the form of the
servicer contract referred to or contained in the Program Guide or in such other
form as has been approved by the Master Servicer and the Depositor.
SUBSERVICING FEE: As to any Mortgage Loan, the fee payable monthly
to the related Subservicer (or, in the case of a Nonsubserviced Mortgage Loan,
to the Master Servicer) in respect of subservicing and other compensation that
accrues with respect to each Distribution Date at an annual rate designated as
"SUBSERV FEE" in Exhibit F-1 and Exhibit F-2.
TAX RETURNS: The federal income tax return on Internal Revenue
Service Form 1066, U.S. Real Estate Mortgage Investment Conduit Income Tax
Return, including Schedule Q thereto, Quarterly Notice to Residual Interest
Holders of REMIC Taxable Income or Net Loss Allocation, or any successor forms,
to be filed on behalf of REMIC I, REMIC II, REMIC III and REMIC IV due to their
classification as REMICs under the REMIC Provisions, together with any and all
other information, reports or returns that may be required to be furnished to
the Certificateholders or filed with the Internal Revenue Service or any other
governmental taxing authority under any applicable provisions of federal, state
or local tax laws.
TRANSFER: Any direct or indirect transfer, sale, pledge, hypothecation or
other form of assignment of any Ownership Interest in a Certificate.
TRANSFEREE: Any Person who is acquiring by Transfer any Ownership Interest
in a Certificate.
TRANSFEROR: Any Person who is disposing by Transfer of any Ownership
Interest in a Certificate.
TRUST FUND: Collectively, the assets of REMIC I, REMIC II, REMIC III and
REMIC
IV.
TWELVE-MONTH LOSS AMOUNT: With respect to any Distribution Date, an
amount equal to the aggregate of all Realized Losses on the Mortgage Loans
during the 12 preceding Due Periods.
UNCERTIFICATED ACCRUED INTEREST: With respect to any Uncertificated
Regular Interest for any Distribution Date, one month's interest at the related
Uncertificated Pass-Through Rate for such Distribution Date, accrued on the
Uncertificated Principal Balance or Uncertificated Notional Balance, as
applicable, immediately prior to such Distribution Date. Uncertificated Accrued
Interest for the Uncertificated Regular Interests shall accrue on the basis of a
360-day year consisting of twelve 30-day months. For purposes of calculating the
amount of Uncertificated Accrued Interest for the REMIC II Regular Interests for
any Distribution Date, any Interest Shortfalls (to the extent not covered by
Compensating Interest Payments) for any Distribution Date shall be allocated
first, to Uncertificated Accrued Interest payable to REMIC II Regular Interest
LT1 and REMIC II Regular
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Interest LT5 up to an aggregate amount equal to the REMIC II Interest Loss
Allocation Amount, 98% and 2%, respectively, and thereafter among REMIC II
Regular Interests LT1, LT2, LT3, LT4 AND LT5 PRO RATA based on, and to the
extent of, Uncertificated Accrued Interest, as calculated without application of
this sentence. All Interest Shortfalls on the REMIC II Regular Interests shall
be allocated by the Trustee on each Distribution Date among the REMIC III
Regular Interests in the proportion that such Interest Shortfalls are allocated
to the related Uncertificated Corresponding Component.
UNCERTIFICATED CORRESPONDING INTEREST: With respect to: REMIC III
Regular Interest MT1, REMIC II Regular Interest LT1; REMIC III Regular Interests
MT2 and MT2S, REMIC II Regular Interest LT2; REMIC III Regular Interests MT3 and
MT3S, REMIC II Regular Interest LT3; REMIC III Regular Interests MT4 and MT4S,
REMIC II Regular Interest LT4; REMIC III Regular Interest MT5, REMIC II Regular
Interest LT5.
UNCERTIFICATED NOTIONAL BALANCE: For each of REMIC III Regular
Interest MT2S, MT3S and MT4S, an amount equal to, respectively, the
Uncertificated Principal Balance of REMIC III Regular Interest MT2, MT3 and MT4.
UNCERTIFICATED PASS-THROUGH RATE: With respect to each REMIC I
Regular Interest SI, the Net Mortgage Rate with respect to the related Simple
Interest Mortgage Loan, adjusted to treat such Mortgage Loan as if payments
thereon were made on a 360-day year consisting of twelve 30-day months. With
respect to REMIC I Regular Interest BT, the weighted average of the Net Mortgage
Rates on the Mortgage Loans other than the Simple Interest Mortgage Loans. With
respect to each REMIC II Regular Interest, the Weighted Average Net Mortgage
Rate. With respect to each of REMIC III Regular Interests MT1 and MT5 and any
Distribution Date, the Weighted Average Net Mortgage Rate. With respect to REMIC
III Regular Interest MT2 and any Distribution Date, 7.51% per annum. With
respect to REMIC III Regular Interest MT3 and any Distribution Date, 8.00% per
annum. With respect to REMIC III Regular Interest MT4 and any Distribution Date
prior to the first Distribution Date after the first possible Optional
Termination Date, the lesser of (i) 8.27% per annum and (ii) the Weighted
Average Net Mortgage Rate for such Distribution Date. With respect to REMIC III
Regular Interest MT4 and any Distribution Date on or after the first
Distribution Date after the first possible Optional Termination Date, the lesser
of (i) 8.77% per annum and (ii) the Weighted Average Net Mortgage Rate for such
Distribution Date. With respect to each of REMIC III Regular Interest MT2S, MT3S
and MT4S, the excess of the Uncertificated Pass-Through Rate for the related
Uncertificated Corresponding Interest over, respectively, the Uncertificated
Pass-Through Rate for REMIC III Regular Interest MT2, MT3 and MT4.
UNCERTIFICATED PRINCIPAL BALANCE: The amount of any Uncertificated
Regular Interest outstanding as of any date of determination. As of the Closing
Date, the Uncertificated Principal Balance of each Uncertificated Regular
Interest shall equal the amount set forth in the Preliminary Statement hereto as
its initial principal balance. In the case of the REMIC I Regular Interest BT,
the initial Uncertificated Principal Balance is equal to the aggregate Stated
Principal Balance of the Mortgage Loans other than the Simple Interest Mortgage
Loans as of the Cut-off Date. In the case
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of each REMIC I Regular Interest SI, the initial Uncertificated Principal
Balance is equal to the Stated Principal Balance of the related Simple Interest
Mortgage Loan as of the Cut-off Date. In the case of REMIC II Regular Interest
LT1 and REMIC III Regular Interest MT1, the initial Uncertificated Principal
Balance is equal to 98% of the Stated Principal Balance of the Mortgage Loans as
of the Cut-off Date. In the case of the REMIC II Regular Interest LT2 and the
REMIC III Regular Interest MT2, the initial Uncertificated Principal Balance is
equal to 1% of the Certificate Principal Balance of the Class A-1 Certificates
as of the Cut-Off Date. In the case of the REMIC II Regular Interest LT3 and the
REMIC III Regular Interest MT3, the initial Uncertificated Principal Balance is
equal to 1% of the Certificate Principal Balance of the Class A-2 Certificates
as of the Cut-Off Date. In the case of the REMIC II Regular Interest LT4 and the
REMIC III Regular Interest MT4, the initial Uncertificated Principal Balance is
equal to 1% of the Certificate Principal Balance of the Class A-3 Certificates
as of the Cut-Off Date. In the case of the REMIC II Regular Interest LT5 and the
REMIC III Regular Interest MT5, the initial Uncertificated Principal Balance is
equal to 1% of the Stated Principal Balance of the Mortgage Loans as of the
Cut-off Date plus 1% of the Overcollateralization Amount as of the Closing Date.
On each Distribution Date, the Uncertificated Principal Balance of each
Uncertificated Regular Interest shall be reduced by all distributions of
principal made on such Uncertificated Regular Interest, as applicable, on such
Distribution Date and, if and to the extent necessary and appropriate, shall be
further reduced on such Distribution Date by Realized Losses. The Uncertificated
Balance of each Uncertificated Regular Interest shall never be less than zero.
UNCERTIFICATED REGULAR INTERESTS: Collectively, the REMIC I, REMIC II and
REMIC III Regular Interests.
UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS: The Uniform
Single Attestation Program for Mortgage Bankers, as published by the Mortgage
Bankers Association of America and effective with respect to fiscal periods
ending on or after December 15, 1995.
UNINSURED CAUSE: Any cause of damage to property subject to a
Mortgage such that the complete restoration of such property is not fully
reimbursable by the hazard insurance policies.
UNITED STATES PERSON: A citizen or resident of the United States, a
corporation, partnership or other entity (treated as a corporation or
partnership for United States federal income tax purposes) created or organized
in, or under the laws of, the United States, any state thereof, or the District
of Columbia (except in the case of a partnership, to the extent provided in
Treasury regulations) or an estate that is described in Section 7701(a)(30)(D)
of the Code, or a trust that is described in Section 7701(a)(30)(E) of the Code.
VOTING RIGHTS: The portion of the voting rights of all of the
Certificates which is allocated to any Certificate. 98% of all of the Voting
Rights shall be allocated among Holders of the Class A Certificates, in
proportion to the outstanding Certificate Principal Balances of their respective
Certificates; 1% of all of the Voting Rights shall be allocated among the
Holders of the Class SB Certificates; 0.25%, 0.25%, 0.25% and 0.25% of all of
the Voting Rights shall be allocated among the Holders of the Class R-I, Class
R-II, Class R-III and Class R-IV Certificates, respectively;
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in each case to be allocated among the Certificates of such Class in accordance
with their respective Percentage Interest.
WEIGHTED AVERAGE NET MORTGAGE RATE: The weighted average of the
Uncertificated Pass-Through Rates for the REMIC I Regular Interests SI and REMIC
I Regular Interest BT.
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ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
SECTION 2.01. CONVEYANCE OF MORTGAGE LOANS.
(a) The Depositor, concurrently with the execution and delivery
hereof, does hereby assign to the Trustee without recourse all the right, title
and interest of the Depositor in and to (i) the Mortgage Loans, including all
interest and principal received on or with respect to the Mortgage Loans after
the Cut-off Date (other than payments of principal and interest due on the
Mortgage Loans in the month of February 2000), and (ii) all proceeds of the
foregoing.
(b) In connection with such assignment, and contemporaneously with
the delivery of this Agreement, the Depositor delivered or caused to be
delivered hereunder to the Trustee the Policy, and except as set forth in
Section 2.01(c) below, the Depositor does hereby deliver to, and deposit with,
the Trustee, or to and with one or more Custodians, as the duly appointed agent
or agents of the Trustee for such purpose, the following documents or
instruments (or copies thereof as permitted by this Section):
(i) The original Mortgage Note, endorsed without recourse to
the order of the Trustee and showing an unbroken chain of endorsements
from the originator thereof to the Person endorsing it to the Trustee, or
with respect to any Destroyed Mortgage Note, an original lost note
affidavit from Residential Funding stating that the original Mortgage Note
was lost, misplaced or destroyed, together with a copy of the related
Mortgage Note;
(ii) the original Mortgage with evidence of recording thereon,
or, if the original Mortgage has not yet been returned from the public
recording office, a copy of the original Mortgage certified by the public
recording office in which such original Mortgage has been recorded;
(iii) assignments (which may be included in one or more
blanket assignments if permitted by applicable law) of the Mortgage in
recordable form to "Bank One, National Association as trustee" c/o
Residential Funding at an address specified by the Residential Funding;
(iv) originals of any intervening assignments of the Mortgage,
with evidence of recording thereon, or, if the original of any such
intervening assignment has not yet been returned from the public recording
office, a copy of such original intervening assignment certified by the
public recording office in which such original intervening assignment has
been recorded; and
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(v) a true and correct copy of each assumption, modification,
consolidation or substitution agreement, if any, relating to the Mortgage
Loan.
(c) The Depositor may, in lieu of delivering the documents set forth
in Section 2.01(b)(iv) and (v), to the Trustee or the Custodian or Custodians,
deliver such documents to the Master Servicer, and the Master Servicer shall
hold such documents in trust for the use and benefit of all present and future
Certificateholders until such time as is set forth below. Within ten Business
Days following the earlier of (i) the receipt of the original of each of the
documents or instruments set forth in Section 2.01(b)(iv) and (v) (or copies
thereof as permitted by such Section) for any Mortgage Loan and (ii) a written
request by the Trustee to deliver those documents with respect to any or all of
the Mortgage Loans then being held by the Master Servicer, the Master Servicer
shall deliver a complete set of such documents to the Trustee or the Custodian
or Custodians that are the duly appointed agent or agents of the Trustee.
On the Closing Date, the Master Servicer shall certify that it has
in its possession an original or copy of each of the documents referred to in
Section 2.01(b)(iv) and (v) which has been delivered to it by the Depositor.
(d) In connection with any Mortgage Loan, if the Depositor cannot
deliver the Mortgage, any assignment, modification, assumption agreement or
preferred loan agreement (or copy thereof certified by the public recording
office) with evidence of recording thereon concurrently with the execution and
delivery of this Agreement because of (i) a delay caused by the public recording
office where such Mortgage, assignment, modification, assumption agreement or
preferred loan agreement as the case may be, has been delivered for recordation,
or (ii) a delay in the receipt of certain information necessary to prepare the
related assignments, the Depositor shall deliver or cause to be delivered to the
Trustee or the respective Custodian a true and correct photocopy of such
Mortgage, assignment, modification, assumption agreement or preferred loan
agreement.
The Depositor shall promptly cause to be recorded in the appropriate
public office for real property records the Assignment referred to in clause
(iii) of Section 2.01(b), except in states where, in the opinion of counsel
acceptable to the Trustee, the Insurer and the Master Servicer, such recording
is not required to protect the Trustee's interests in the Mortgage Loan against
the claim of any subsequent transferee or any successor to or creditor of the
Depositor.
(e) It is intended that the conveyances by the Depositor to the
Trustee of the Mortgage Loans as provided for in this Section 2.01 be construed
as a sale by the Depositor to the Trustee of the Mortgage Loans for the benefit
of the Certificateholders. Further, it is not intended that any such conveyance
be deemed to be a pledge of the Mortgage Loans by the Depositor to the Trustee
to secure a debt or other obligation of the Depositor. However, in the event
that the Mortgage Loans are held to be property of the Depositor or of
Residential Funding, or if for any reason this Agreement is held or deemed to
create a security interest in the Mortgage Loans, then it is intended that (a)
this Agreement shall also be deemed to be a security agreement within the
meaning of Articles 8 and 9 of the New York Uniform Commercial Code and the
Uniform Commercial Code of any other applicable jurisdiction; (b) the
conveyances provided for in this
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Section 2.01 shall be deemed to be (1) a grant by the Depositor to the Trustee
of a security interest in all of the Depositor's right (including the power to
convey title thereto), title and interest, whether now owned or hereafter
acquired, in and to (A) the Mortgage Loans, including the related Mortgage Note,
the Mortgage, any insurance policies and all other documents in the related
Mortgage File, (B) all amounts payable pursuant to the Mortgage Loans in
accordance with the terms thereof and (C) any and all general intangibles
consisting of, arising from or relating to any of the foregoing, and all
proceeds of the conversion, voluntary or involuntary, of the foregoing into
cash, instruments, securities or other property, including without limitation
all amounts from time to time held or invested in the Certificate Account or the
Custodial Account, whether in the form of cash, instruments, securities or other
property and (2) an assignment by the Depositor to the Trustee of any security
interest in any and all of Residential Funding's right (including the power to
convey title thereto), title and interest, whether now owned or hereafter
acquired, in and to the property described in the foregoing clauses (1)(A), (B)
and (C) granted by Residential Funding to the Depositor pursuant to the
Assignment Agreement; (c) the possession by the Trustee, the Custodian or any
other agent of the Trustee of Mortgage Notes or such other items of property as
constitute instruments, money, negotiable documents or chattel paper shall be
deemed to be "possession by the secured party," or possession by a purchaser or
a person designated by such secured party, for purposes of perfecting the
security interest pursuant to the Minnesota Uniform Commercial Code and the
Uniform Commercial Code of any other applicable jurisdiction (including, without
limitation, Section 9-305, 8-313 or 8-321 thereof); and (d) notifications to
persons holding such property, and acknowledgments, receipts or confirmations
from persons holding such property, shall be deemed notifications to, or
acknowledgments, receipts or confirmations from, financial intermediaries,
bailees or agents (as applicable) of the Trustee for the purpose of perfecting
such security interest under applicable law.
The Depositor and, at the Depositor's direction, Residential Funding
and the Trustee shall, to the extent consistent with this Agreement, take such
reasonable actions as may be necessary to ensure that, if this Agreement were
deemed to create a security interest in the Mortgage Loans and the other
property described above, such security interest would be deemed to be a
perfected security interest of first priority under applicable law and will be
maintained as such throughout the term of this Agreement. Without limiting the
generality of the foregoing, the Depositor shall prepare and deliver to the
Trustee not less than 15 days prior to any filing date and, the Trustee shall
forward for filing, or shall cause to be forwarded for filing, at the expense of
the Depositor, all filings necessary to maintain the effectiveness of any
original filings necessary under the Uniform Commercial Code as in effect in any
jurisdiction to perfect the Trustee's security interest in or lien on the
Mortgage Loans as evidenced by an Officer's Certificate of the Depositor, with a
copy delivered to the Insurer, including without limitation (x) continuation
statements, and (y) such other statements as may be occasioned by (1) any change
of name of Residential Funding, the Depositor or the Trustee (such preparation
and filing shall be at the expense of the Trustee, if occasioned by a change in
the Trustee's name), (2) any change of location of the place of business or the
chief executive office of Residential Funding or the Depositor or (3) any
transfer of any interest of Residential Funding or the Depositor in any Mortgage
Loan.
SECTION 2.02. ACCEPTANCE BY TRUSTEE.
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The Trustee acknowledges receipt (or, with respect to Mortgage Loans
subject to a Custodial Agreement, and based solely upon a receipt or
certification executed by the Custodian, receipt by the respective Custodian as
the duly appointed agent of the Trustee) of the documents referred to in Section
2.01(b)(i) through (iii) above (except that for purposes of such acknowledgment
only, a Mortgage Note may be endorsed in blank and an Assignment of Mortgage may
be in blank) and declares that it, or a Custodian as its agent, holds and will
hold such documents and the other documents constituting a part of the Mortgage
Files delivered to it, or a Custodian as its agent, in trust for the use and
benefit of all present and future Certificateholders. The Trustee or Custodian
(such Custodian being so obligated under a Custodial Agreement) agrees, for the
benefit of Certificateholders, to review each Mortgage File delivered to it
pursuant to Section 2.01(b) within 45 days after the Closing Date to ascertain
that all required documents (specifically as set forth in Section 2.01(b)), have
been executed and received, and that such documents relate to the Mortgage Loans
identified on the Mortgage Loan Schedule, as supplemented, that have been
conveyed to it. Upon delivery of the Mortgage Files by the Depositor or the
Master Servicer, the Trustee shall acknowledge receipt (or, with respect to
Mortgage Loans subject to a Custodial Agreement, and based solely upon a receipt
or certification executed by the Custodian, receipt by the respective Custodian
as the duly appointed agent of the Trustee) of the documents referred to in
Section 2.01(c) above. The Trustee or Custodian (such Custodian being so
obligated under a Custodial Agreement) agrees to review each Mortgage File
delivered to it pursuant to Section 2.01(c) within 45 days after receipt thereof
to ascertain that all documents required to be delivered pursuant to such
Section have been received, and that such documents relate to the Mortgage Loans
identified on the Mortgage Loan Schedule, as supplemented, that have been
conveyed to it.
If the Custodian, as the Trustee's agent, finds any document or
documents constituting a part of a Mortgage File to be missing or defective, the
Trustee shall promptly so notify the Master Servicer and the Depositor;
provided, that if the Mortgage Loan related to such Mortgage File is listed on
Schedule A of the Assignment Agreement, no notification shall be necessary.
Pursuant to Section 2.3 of the Custodial Agreement, the Custodian will notify
the Master Servicer, the Depositor and the Trustee of any such omission or
defect found by it in respect of any Mortgage File held by it. If such omission
or defect materially and adversely affects the interests in the related Mortgage
Loan of the Certificateholders or the Insurer, the Master Servicer shall
promptly notify the related Subservicer of such omission or defect and request
that such Subservicer correct or cure such omission or defect within 60 days
from the date the Master Servicer was notified of such omission or defect and,
if such Subservicer does not correct or cure such omission or defect within such
period, that such Subservicer purchase such Mortgage Loan from the Trust Fund at
its Purchase Price, in either case within 90 days from the date the Master
Servicer was notified of such omission or defect; provided that if the omission
or defect would cause the Mortgage Loan to be other than a "qualified mortgage"
as defined in Section 860G(a)(3) of the Code, any such cure or repurchase must
occur within 90 days from the date such breach was discovered; and provided
further, that no cure, substitution or repurchase shall be required if such
omission or defect is in respect of a Mortgage Loan listed on Schedule A of the
Assignment Agreement. The Purchase Price for any such Mortgage Loan shall be
deposited or caused to be deposited by the Master Servicer in the Custodial
Account maintained by it pursuant to Section 3.07 and, upon receipt by the
Trustee of written notification of such deposit signed by a Servicing Officer,
the Trustee or any Custodian, as the case may be, shall release to the Master
Servicer the related Mortgage File and the Trustee shall
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execute and deliver such instruments of transfer or assignment prepared by the
Master Servicer, in each case without recourse, as shall be necessary to vest in
the Subservicer or its designee, as the case may be, any Mortgage Loan released
pursuant hereto and thereafter such Mortgage Loan shall not be part of the Trust
Fund. It is understood and agreed that the obligation of the Subservicer, to so
cure or purchase any Mortgage Loan as to which a material and adverse defect in
or omission of a constituent document exists shall constitute the sole remedy
respecting such defect or omission available to Certificateholders or the
Trustee on behalf of Certificateholders (except for the Insurer's rights under
the Insurance Agreement).
SECTION 2.03. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE
MASTER SERVICER AND THE DEPOSITOR.
(a) The Master Servicer hereby represents and warrants to the
Trustee for the benefit of the Certificateholders and the Insurer that:
(i) The Master Servicer is a corporation duly organized,
validly existing and in good standing under the laws governing its
creation and existence and is or will be in compliance with the laws of
each state in which any Mortgaged Property is located to the extent
necessary to ensure the enforceability of each Mortgage Loan in accordance
with the terms of this Agreement;
(ii) The execution and delivery of this Agreement by the
Master Servicer and its performance and compliance with the terms of this
Agreement will not violate the Master Servicer's Certificate of
Incorporation or Bylaws or constitute a material default (or an event
which, with notice or lapse of time, or both, would constitute a material
default) under, or result in the material breach of, any material
contract, agreement or other instrument to which the Master Servicer is a
party or which may be applicable to the Master Servicer or any of its
assets;
(iii) This Agreement, assuming due authorization, execution
and delivery by the Trustee and the Depositor, constitutes a valid, legal
and binding obligation of the Master Servicer, enforceable against it in
accordance with the terms hereof subject to applicable bankruptcy,
insolvency, reorganization, moratorium and other laws affecting the
enforcement of creditors' rights generally and to general principles of
equity, regardless of whether such enforcement is considered in a
proceeding in equity or at law;
(iv) The Master Servicer is not in default with respect to any
order or decree of any court or any order, regulation or demand of any
federal, state, municipal or governmental agency, which default might have
consequences that would materially and adversely affect the condition
(financial or other) or operations of the Master Servicer or its
properties or might have consequences that would materially adversely
affect its performance hereunder;
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(v) No litigation is pending or, to the best of the Master
Servicer's knowledge, threatened against the Master Servicer which would
prohibit its entering into this Agreement or performing its obligations
under this Agreement;
(vi) The Master Servicer will comply in all material respects
in the performance of this Agreement with all reasonable rules and
requirements of each insurer under each Required Insurance Policy;
(vii) No information, certificate of an officer, statement
furnished in writing or report delivered to the Depositor, any Affiliate
of the Depositor or the Trustee by the Master Servicer will, to the
knowledge of the Master Servicer, contain any untrue statement of a
material fact or omit a material fact necessary to make the information,
certificate, statement or report not misleading; and
(viii)The Master Servicer has examined each existing, and will
examine each new, Subservicing Agreement and is or will be familiar with
the terms thereof. The terms of each existing Subservicing Agreement and
each designated Subservicer are acceptable to the Master Servicer and any
new Subservicing Agreements will comply with the provisions of Section
3.02.
It is understood and agreed that the representations and warranties set forth in
this Section 2.03(a) shall survive delivery of the respective Mortgage Files to
the Trustee or any Custodian.
Upon discovery by either the Depositor, the Master Servicer, the
Insurer, the Trustee or any Custodian of a breach of any representation or
warranty set forth in this Section 2.03(a) which materially and adversely
affects the interests of the Certificateholders or the Insurer in any Mortgage
Loan, the party discovering such breach shall give prompt written notice to the
other parties (any Custodian being so obligated under a Custodial Agreement).
Within 90 days of its discovery or its receipt of notice of such breach, the
Master Servicer shall either (i) cure such breach in all material respects or
(ii) to the extent that such breach is with respect to a Mortgage Loan or a
related document, purchase such Mortgage Loan from the Trust Fund at the
Purchase Price and in the manner set forth in Section 2.02; provided that if the
omission or defect would cause the Mortgage Loan to be other than a "qualified
mortgage" as defined in Section 860G(a)(3) of the Code, any such cure or
repurchase must occur within 90 days from the date such breach was discovered.
The obligation of the Master Servicer to cure such breach or to so purchase such
Mortgage Loan shall constitute the sole remedy in respect of a breach of a
representation and warranty set forth in this Section 2.03(a) available to the
Certificateholders or the Trustee on behalf of the Certificateholders (except
for the Insurer's rights under Section 3.03 of the Insurance Agreement).
(b) The Depositor hereby represents and warrants to the Trustee for
the benefit of the Certificateholders and the Insurer that as of the Closing
Date (or, if otherwise specified below, as of the date so specified):
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(i) The information set forth in Exhibit F hereto with respect
to each Mortgage Loan or the Mortgage Loans, as the case may be, is true
and correct in all material respects at the respective date or dates which
such information is furnished;
(ii) Immediately prior to the conveyance of the Mortgage Loans
to the Trustee, the Depositor had good title to, and was the sole owner
of, each Mortgage Loan free and clear of any pledge, lien, encumbrance or
security interest (other than rights to servicing and related
compensation) and such conveyance validly transfers ownership of the
Mortgage Loans to the Trustee free and clear of any pledge, lien,
encumbrance or security interest; and
(iii) Each Mortgage Loan constitutes a qualified mortgage
under Section 860G(a)(3)(A) of the Code and Treasury Regulations Section
1.860G-2(a)(1).
It is understood and agreed that the representations and warranties set forth in
this Section 2.03(b) shall survive delivery of the respective Mortgage Files to
the Trustee or any Custodian.
Upon discovery by any of the Depositor, the Master Servicer, the Insurer,
the Trustee or any Custodian of a breach of any of the representations and
warranties set forth in this Section 2.03(b) which materially and adversely
affects the interests of the Certificateholders or the Insurer in any Mortgage
Loan, the party discovering such breach shall give prompt written notice to the
other parties (including the Insurer) (any Custodian being so obligated under a
Custodial Agreement); PROVIDED, HOWEVER, that in the event of a breach of the
representation and warranty set forth in Section 2.03(b)(iii), the party
discovering such breach shall give such notice within five days of discovery.
Within 90 days of its discovery or its receipt of notice of breach, the
Depositor shall either (i) cure such breach in all material respects or (ii)
purchase such Mortgage Loan from the Trust Fund at the Purchase Price and in the
manner set forth in Section 2.02; provided that the Depositor shall have the
option to substitute a Qualified Substitute Mortgage Loan or Loans for such
Mortgage Loan if such substitution occurs within two years following the Closing
Date; provided that if the omission or defect would cause the Mortgage Loan to
be other than a "qualified mortgage" as defined in Section 860G(a)(3) of the
Code, any such cure, substitution or repurchase must occur within 90 days from
the date such breach was discovered. Any such substitution shall be effected by
the Depositor under the same terms and conditions as provided in Section 2.04
for substitutions by Residential Funding. It is understood and agreed that the
obligation of the Depositor to cure such breach or to so purchase or substitute
for any Mortgage Loan as to which such a breach has occurred and is continuing
shall constitute the sole remedy respecting such breach available to the
Certificateholders (other than the Insurer) or the Trustee on behalf of the
Certificateholders (other than the Insurer). Notwithstanding the foregoing, the
Depositor shall not be required to cure breaches or purchase or substitute for
Mortgage Loans as provided in this Section 2.03(b) if the substance of the
breach of a representation set forth above also constitutes fraud in the
origination of the Mortgage Loan.
SECTION 2.04. REPRESENTATIONS AND WARRANTIES OF RESIDENTIAL
FUNDING.
The Depositor, as assignee of Residential Funding under the
Assignment Agreement, hereby assigns to the Trustee for the benefit of the
Certificateholders all of its right, title and interest
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in respect of the Assignment Agreement applicable to a Mortgage Loan. Insofar as
the Assignment Agreement relates to the representations and warranties made by
Residential Funding in respect of such Mortgage Loan and any remedies provided
thereunder for any breach of such representations and warranties, such right,
title and interest may be enforced by the Master Servicer on behalf of the
Trustee and the Certificateholders. Upon the discovery by the Depositor, the
Master Servicer, the Trustee, the Insurer or any Custodian of a breach of any of
the representations and warranties made in the Assignment Agreement in respect
of any Mortgage Loan or of any Repurchase Event which materially and adversely
affects the interests of the Certificateholders or the Insurer in such Mortgage
Loan, the party discovering such breach shall give prompt written notice to the
other parties (including the Insurer) (any Custodian being so obligated under a
Custodial Agreement). The Master Servicer shall promptly notify Residential
Funding of such breach or Repurchase Event and request that Residential Funding
either (i) cure such breach or Repurchase Event in all material respects within
90 days from the date the Master Servicer was notified of such breach or
Repurchase Event or (ii) purchase such Mortgage Loan from the Trust Fund at the
Purchase Price and in the manner set forth in Section 2.02; provided that, in
the case of a breach or Repurchase Event under the Assignment Agreement,
Residential Funding shall have the option to substitute a Qualified Substitute
Mortgage Loan or Loans for such Mortgage Loan if such substitution occurs within
two years following the Closing Date; provided that if the breach would cause
the Mortgage Loan to be other than a "qualified mortgage" as defined in Section
860G(a)(3) of the Code, any such cure or substitution must occur within 90 days
from the date the breach was discovered. In the event that Residential Funding
elects to substitute a Qualified Substitute Mortgage Loan or Loans for a Deleted
Mortgage Loan pursuant to this Section 2.04, Residential Funding shall deliver
to the Trustee for the benefit of the Certificateholders with respect to such
Qualified Substitute Mortgage Loan or Loans, the original Mortgage Note, the
Mortgage, an Assignment of the Mortgage in recordable form, and such other
documents and agreements as are required by Section 2.01, with the Mortgage Note
endorsed as required by Section 2.01. No substitution will be made in any
calendar month after the Determination Date for such month. Monthly Payments due
with respect to Qualified Substitute Mortgage Loans in the month of substitution
shall not be part of the Trust Fund and will be retained by the Master Servicer
and remitted by the Master Servicer to Residential Funding on the next
succeeding Distribution Date. For the month of substitution, distributions to
the Certificateholders will include the Monthly Payment due on a Deleted
Mortgage Loan for such month and thereafter Residential Funding shall be
entitled to retain all amounts received in respect of such Deleted Mortgage
Loan. The Master Servicer shall amend or cause to be amended the Mortgage Loan
Schedule for the benefit of the Certificateholders to reflect the removal of
such Deleted Mortgage Loan and the substitution of the Qualified Substitute
Mortgage Loan or Loans and the Master Servicer shall deliver the amended
Mortgage Loan Schedule to the Trustee. Upon such substitution, the Qualified
Substitute Mortgage Loan or Loans shall be subject to the terms of this
Agreement and the related Subservicing Agreement in all respects, and
Residential Funding shall be deemed to have made the representations and
warranties with respect to the Qualified Substitute Mortgage Loan contained in
Section 4 of the Assignment Agreement, as of the date of substitution, and the
covenants, representations and warranties set forth in this Section 2.04, and in
Section 2.03 hereof and in Section 4 of the Assignment Agreement, and the Master
Servicer shall be obligated to repurchase or substitute for any Qualified
Substitute Mortgage Loan as to which a Repurchase Event (as defined in the
Assignment Agreement) has occurred pursuant to Section 4 of the Assignment
Agreement.
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In connection with the substitution of one or more Qualified
Substitute Mortgage Loans for one or more Deleted Mortgage Loans, the Master
Servicer will determine the amount (if any) by which the aggregate principal
balance of all such Qualified Substitute Mortgage Loans as of the date of
substitution is less than the aggregate Stated Principal Balance of all such
Deleted Mortgage Loans (in each case after application of the principal portion
of the Monthly Payments due in the month of substitution that are to be
distributed to the Certificateholders in the month of substitution). Residential
Funding shall deposit the amount of such shortfall into the Custodial Account on
the day of substitution, without any reimbursement therefor. Residential Funding
shall give notice in writing to the Trustee of such event, which notice shall be
accompanied by an Officers' Certificate as to the calculation of such shortfall
and by an Opinion of Counsel to the effect that such substitution will not cause
(a) any federal tax to be imposed on the Trust Fund, including without
limitation, any federal tax imposed on "prohibited transactions" under Section
860F(a)(1) of the Code or on "contributions after the startup date" under
Section 860G(d)(1) of the Code or (b) any portion of REMIC I, REMIC II, REMIC
III or REMIC IV to fail to qualify as a REMIC at any time that any Certificate
is outstanding.
It is understood and agreed that the obligation of the Residential
Funding to cure such breach or purchase (or in the case of Residential Funding
to substitute for) such Mortgage Loan as to which such a breach has occurred and
is continuing shall constitute the sole remedy respecting such breach available
to the Certificateholders (other than the Insurer) or the Trustee on behalf of
the Certificateholders (other than the Insurer). If the Master Servicer is
Residential Funding, then the Trustee shall also have the right to give the
notification and require the purchase or substitution provided for in the second
preceding paragraph in the event of such a breach of a representation or
warranty made by Residential Funding in the Assignment Agreement. In connection
with the purchase of or substitution for any such Mortgage Loan by Residential
Funding, the Trustee shall assign to Residential Funding all of the right, title
and interest in respect of the Assignment Agreement applicable to such Mortgage
Loan.
SECTION 2.05. EXECUTION AND AUTHENTICATION OF CERTIFICATES.
The Trustee acknowledges the assignment to it of the Mortgage Loans
and the delivery of the Mortgage Files to it, or any Custodian on its behalf,
subject to any exceptions noted, together with the assignment to it of all other
assets included in the Trust Fund, receipt of which is hereby acknowledged.
Concurrently with such delivery and in exchange therefor, the Trustee, pursuant
to the written request of the Depositor executed by an officer of the Depositor,
has executed and caused to be authenticated and delivered to or upon the order
of the Depositor the Certificates in authorized denominations which evidence
ownership of the entire Trust Fund.
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ARTICLE III
ADMINISTRATION AND SERVICING
OF MORTGAGE LOANS
SECTION 3.01. MASTER SERVICER TO ACT AS SERVICER.
(a) The Master Servicer shall service and administer the Mortgage
Loans in accordance with the terms of this Agreement and the respective Mortgage
Loans and in a manner consistent with industry practice and shall have full
power and authority, acting alone or through Subservicers as provided in Section
3.02, to do any and all things which it may deem necessary or desirable in
connection with such servicing and administration. Without limiting the
generality of the foregoing, the Master Servicer in its own name or in the name
of a Subservicer is hereby authorized and empowered by the Trustee when the
Master Servicer or the Subservicer, as the case may be, believes it appropriate
in its best judgment, to execute and deliver, on behalf of the
Certificateholders and the Trustee or any of them, any and all instruments of
satisfaction or cancellation, or of partial or full release or discharge, or of
consent to assumption or modification in connection with a proposed conveyance,
or of assignment of any Mortgage and Mortgage Note in connection with the
repurchase of a Mortgage Loan and all other comparable instruments, or with
respect to the modification or re-recording of a Mortgage for the purpose of
correcting the Mortgage, the subordination of the lien of the Mortgage in favor
of a public utility company or government agency or unit with powers of eminent
domain, the taking of a deed in lieu of foreclosure, the completion of judicial
or non-judicial foreclosure, the conveyance of a Mortgaged Property to the
related insurer, the acquisition of any property acquired by foreclosure or deed
in lieu of foreclosure, or the management, marketing and conveyance of any
property acquired by foreclosure or deed in lieu of foreclosure with respect to
the Mortgage Loans and with respect to the Mortgaged Properties. Notwithstanding
the foregoing, subject to Section 3.07(a), the Master Servicer shall not permit
any modification with respect to any Mortgage Loan that would both constitute a
sale or exchange of such Mortgage Loan within the meaning of Section 1001 of the
Code and any proposed, temporary or final regulations promulgated thereunder
(other than in connection with a proposed conveyance or assumption of such
Mortgage Loan that is treated as a Principal Prepayment in Full pursuant to
Section 3.13(d) hereof) and cause any of REMIC I, REMIC II, REMIC III or REMIC
IV to fail to qualify as a REMIC under the Code. The Trustee shall furnish the
Master Servicer with any powers of attorney and other documents necessary or
appropriate to enable the Master Servicer to service and administer the Mortgage
Loans. The Trustee shall not be liable for any action taken by the Master
Servicer or any Subservicer pursuant to such powers of attorney. In servicing
and administering any Nonsubserviced Mortgage Loan, the Master Servicer shall,
to the extent not inconsistent with this Agreement, comply with the Program
Guide as if it were the originator of such Mortgage Loan and had retained the
servicing rights and obligations in respect thereof. In connection with
servicing and administering the Mortgage Loans, the Master Servicer and any
Affiliate of the Master Servicer (i) may perform services such as appraisals and
brokerage services that are customarily provided by Persons other than servicers
of mortgage loans, and shall be entitled to reasonable compensation therefor in
accordance with Section 3.10 and (ii) may, at its own
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discretion and on behalf of the Trustee, obtain credit information in the form
of a "credit score" from a credit repository.
(b) All costs incurred by the Master Servicer or by Subservicers in
effecting the timely payment of taxes and assessments on the properties subject
to the Mortgage Loans shall not, for the purpose of calculating monthly
distributions to the Certificateholders, be added to the amount owing under the
related Mortgage Loans, notwithstanding that the terms of such Mortgage Loan so
permit, and such costs shall be recoverable to the extent permitted by Section
3.10(a)(ii).
(c) The Master Servicer may enter into one or more agreements in
connection with the offering of pass-through certificates evidencing interests
in one or more of the Certificates providing for the payment by the Master
Servicer of amounts received by the Master Servicer as servicing compensation
hereunder and required to cover certain Prepayment Interest Shortfalls on the
Mortgage Loans, which payment obligation will thereafter be an obligation of the
Master Servicer hereunder.
SECTION 3.02. SUBSERVICING AGREEMENTS BETWEEN MASTER SERVICER AND
SUBSERVICERS; ENFORCEMENT OF SUBSERVICERS' OBLIGATIONS;
SPECIAL SERVICING.
(a) The Master Servicer may continue in effect Subservicing
Agreements entered into by Residential Funding and Subservicers prior to the
execution and delivery of this Agreement, and may enter into new Subservicing
Agreements with Subservicers, for the servicing and administration of all or
some of the Mortgage Loans. Each Subservicer shall be either (i) an institution
the accounts of which are insured by the FDIC or (ii) another entity that
engages in the business of originating or servicing mortgage loans, and in
either case shall be authorized to transact business in the state or states in
which the related Mortgaged Properties it is to service are situated, if and to
the extent required by applicable law to enable the Subservicer to perform its
obligations hereunder and under the Subservicing Agreement, and in either case
shall be a Freddie Mac, Fannie Mae or HUD approved mortgage servicer. Each
Subservicer of a Mortgage Loan shall be entitled to receive and retain, as
provided in the related Subservicing Agreement and in Section 3.07, the related
Subservicing Fee from payments of interest received on such Mortgage Loan after
payment of all amounts required to be remitted to the Master Servicer in respect
of such Mortgage Loan. For any Mortgage Loan that is a Nonsubserviced Mortgage
Loan, the Master Servicer shall be entitled to receive and retain an amount
equal to the Subservicing Fee from payments of interest. Unless the context
otherwise requires, references in this Agreement to actions taken or to be taken
by the Master Servicer in servicing the Mortgage Loans include actions taken or
to be taken by a Subservicer on behalf of the Master Servicer. Each Subservicing
Agreement will be upon such terms and conditions as are generally required by,
permitted by or consistent with the Program Guide and are not inconsistent with
this Agreement and as the Master Servicer and the Subservicer have agreed. With
the approval of the Master Servicer, a Subservicer may delegate its servicing
obligations to third-party servicers, but such Subservicer will remain obligated
under the related Subservicing Agreement. The Master Servicer and a Subservicer
may enter into amendments thereto or a different form of Subservicing Agreement,
and the form referred to or included in the Program Guide is merely provided for
information and shall not be deemed to limit in any respect the discretion of
the
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MASTER SERVICER TO MODIFY OR ENTER INTO DIFFERENT SUBSERVICING AGREEMENTS;
PROVIDED, HOWEVER, that any such amendments or different forms shall be
consistent with and not violate the provisions of either this Agreement or the
Program Guide in a manner which would materially and adversely affect the
interests of the Certificateholders or the Insurer.
(b) As part of its servicing activities hereunder, the Master
Servicer, for the benefit of the Trustee, the Insurer and the
Certificateholders, shall use its best reasonable efforts to enforce the
obligations of each Subservicer under the related Subservicing Agreement, to the
extent that the non-performance of any such obligation would have a material and
adverse effect on a Mortgage Loan, including, without limitation, the obligation
to purchase a Mortgage Loan on account of defective documentation, as described
in Section 2.02, or on account of a breach of a representation or warranty, as
described in Section 2.04. Such enforcement, including, without limitation, the
legal prosecution of claims, termination of Subservicing Agreements, as
appropriate, and the pursuit of other appropriate remedies, shall be in such
form and carried out to such an extent and at such time as the Master Servicer
would employ in its good faith business judgment and which are normal and usual
in its general mortgage servicing activities. The Master Servicer shall pay the
costs of such enforcement at its own expense, and shall be reimbursed therefor
only (i) from a general recovery resulting from such enforcement to the extent,
if any, that such recovery exceeds all amounts due in respect of the related
Mortgage Loan or (ii) from a specific recovery of costs, expenses or attorneys
fees against the party against whom such enforcement is directed.
(c) As to each Mortgage Loan that (i) is subserviced by a Designated
Subservicer as of the Closing Date, and (ii) becomes 90 or more days Delinquent
at any time after the Closing Date:
(i) the Master Servicer shall cause the subservicing of such
Mortgage Loan to be transferred to HomeComings as soon as reasonably
practicable (unless HomeComings is already acting as subservicer for such
Mortgage Loan); and
(ii) subject to the completion of the subservicing transfer
described in (i) above (if applicable), the Master Servicer shall perform
the servicing activities described in Section 3.14, either directly or
through HomeComings or another affiliate.
SECTION 3.03. SUCCESSOR SUBSERVICERS.
The Master Servicer shall be entitled to terminate any Subservicing
Agreement that may exist in accordance with the terms and conditions of such
Subservicing Agreement and without ANY LIMITATION BY VIRTUE OF THIS AGREEMENT;
PROVIDED, HOWEVER, that in the event of termination of any Subservicing
Agreement by the Master Servicer or the Subservicer, the Master Servicer shall
either act as servicer of the related Mortgage Loan or enter into a Subservicing
Agreement with a successor Subservicer which will be bound by the terms of the
related Subservicing Agreement. If the Master Servicer or any Affiliate of
Residential Funding acts as servicer, it will not assume liability for the
representations and warranties of the Subservicer which it replaces. If the
Master Servicer enters into a Subservicing Agreement with a successor
Subservicer, the Master Servicer shall use
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reasonable efforts to have the successor Subservicer assume liability for the
representations and warranties made by the terminated Subservicer in respect of
the related Mortgage Loans and, in the event of any such assumption by the
successor Subservicer, the Master Servicer may, in the exercise of its business
judgment, release the terminated Subservicer from liability for such
representations and warranties.
SECTION 3.04. LIABILITY OF THE MASTER SERVICER.
Notwithstanding any Subservicing Agreement, any of the provisions of
this Agreement relating to agreements or arrangements between the Master
Servicer or a Subservicer or reference to actions taken through a Subservicer or
otherwise, the Master Servicer shall remain obligated and liable to the Trustee,
the Insurer and Certificateholders for the servicing and administering of the
Mortgage Loans in accordance with the provisions of Section 3.01 without
diminution of such obligation or liability by virtue of such Subservicing
Agreements or arrangements or by virtue of indemnification from the Subservicer
or the Depositor and to the same extent and under the same terms and conditions
as if the Master Servicer alone were servicing and administering the Mortgage
Loans. The Master Servicer shall be entitled to enter into any agreement with a
Subservicer for indemnification of the Master Servicer and nothing contained in
this Agreement shall be deemed to limit or modify such indemnification.
SECTION 3.05. NO CONTRACTUAL RELATIONSHIP BETWEEN SUBSERVICER AND
TRUSTEE OR CERTIFICATEHOLDERS.
Any Subservicing Agreement that may be entered into and any other
transactions or services relating to the Mortgage Loans involving a Subservicer
in its capacity as such and not as an originator shall be deemed to be between
the Subservicer and the Master Servicer alone and the Trustee and
Certificateholders shall not be deemed parties thereto and shall have no claims,
rights, obligations, duties or liabilities with respect to the Subservicer in
its capacity as such except as set forth in Section 3.06. The foregoing
provision shall not in any way limit a Subservicer's obligation to cure an
omission or defect or to repurchase a Mortgage Loan as referred to in Section
2.02 hereof.
SECTION 3.06. ASSUMPTION OR TERMINATION OF SUBSERVICING
AGREEMENTS BY TRUSTEE.
(a) In the event the Master Servicer shall for any reason no longer
be the master servicer (including by reason of an Event of Default), the
Trustee, its designee or its successor shall thereupon assume all of the rights
and obligations of the Master Servicer under each Subservicing Agreement that
may have been entered into. The Trustee, its designee or the successor servicer
for the Trustee shall be deemed to have assumed all of the Master Servicer's
interest therein and to have replaced the Master Servicer as a party to the
Subservicing Agreement to the same extent as if the Subservicing Agreement had
been assigned to the assuming party except that the Master Servicer shall not
thereby be relieved of any liability or obligations under the Subservicing
Agreement.
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(b) The Master Servicer shall, upon request of the Trustee but at
the expense of the Master Servicer, deliver to the assuming party all documents
and records relating to each Subservicing Agreement and the Mortgage Loans then
being serviced and an accounting of amounts collected and held by it and
otherwise use its best efforts to effect the orderly and efficient transfer of
each Subservicing Agreement to the assuming party.
(c) Unless an Insurer Default exists, the Master Servicer will, if
it is authorized to do so under the relevant Subservicing Agreement, upon
request of the Insurer at a time when the Insurer may remove the Master Servicer
under the terms hereof, terminate any Subservicing Agreement.
SECTION 3.07. COLLECTION OF CERTAIN MORTGAGE LOAN PAYMENTS;
DEPOSITS TO CUSTODIAL ACCOUNT.
(a) The Master Servicer shall make reasonable efforts to collect all
payments called for under the terms and provisions of the Mortgage Loans, and
shall, to the extent such procedures shall be consistent with this Agreement,
follow such collection procedures as it would employ in its good faith business
judgment and which are normal and usual in its general mortgage servicing
activities. Consistent with the foregoing, the Master Servicer may in its
discretion (i) waive any late payment charge or any prepayment charge or penalty
interest in connection with the prepayment of a Mortgage Loan and (ii) extend
the Due Date for payments due on a Mortgage Loan IN ACCORDANCE WITH THE PROGRAM
GUIDE, PROVIDED, HOWEVER, that the Master Servicer shall first determine that
any such waiver or extension will not materially adversely affect the lien of
the related Mortgage. In the event of any such arrangement, the Master Servicer
shall make timely advances on the related Mortgage Loan during the scheduled
period in accordance with the amortization schedule of such Mortgage Loan
without modification thereof by reason of such arrangements unless OTHERWISE
AGREED TO BY THE HOLDERS OF THE CLASSES OF CERTIFICATES AFFECTED THEREBY;
PROVIDED, HOWEVER, that no such extension shall be made if any advance would be
a Nonrecoverable Advance. Consistent with the terms of this Agreement, the
Master Servicer may also waive, modify or vary any term of any Mortgage Loan or
consent to the postponement of strict compliance with any such term or in any
manner grant indulgence to any Mortgagor if in the Master Servicer's
determination such waiver, modification, postponement or indulgence is not
materially adverse to the interests of the Certificateholders or the Insurer
(taking into account any estimated Realized Loss that might RESULT ABSENT SUCH
ACTION), PROVIDED, HOWEVER, that the Master Servicer may not modify materially
or permit any Subservicer to modify any Mortgage Loan, including without
limitation any modification that would change the Mortgage Rate, forgive the
payment of any principal or interest (unless in connection with the liquidation
of the related Mortgage Loan or except in connection with prepayments to the
extent that such reamortization is not inconsistent with the terms of the
Mortgage Loan), or extend the final maturity date of such Mortgage Loan, unless
such Mortgage Loan is in default or, in the judgment of the Master Servicer,
such default is reasonably foreseeable. In connection with any Curtailment of a
Mortgage Loan, the Master Servicer, to the extent not inconsistent with the
terms of the Mortgage Note and local law and practice, may permit the Mortgage
Loan to be re-amortized such that the Monthly Payment is recalculated as an
amount that will fully amortize the remaining Stated Principal Amount thereof by
the original Maturity Date
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based on the original Mortgage Rate; provided, that such reamortization shall
not be permitted if it would constitute a reissuance of the Mortgage Loan for
federal income tax purposes.
(b) The Master Servicer shall establish and maintain a Custodial
Account in which the Master Servicer shall deposit or cause to be deposited on a
daily basis, except as otherwise specifically provided herein, the following
payments and collections remitted by Subservicers or received by it in respect
of the Mortgage Loans subsequent to the Cut-off Date (other than in respect of
principal and interest on the Mortgage Loans due on or before the Cut-off Date):
(i) All payments on account of principal, including Principal
Prepayments made by Mortgagors on the Mortgage Loans and the principal
component of any Subservicer Advance or of any REO Proceeds received in
connection with an REO Property for which an REO Disposition has occurred;
(ii) All payments on account of interest at the Adjusted
Mortgage Rate on the Mortgage Loans, and the interest component of any
Subservicer Advance or of any REO Proceeds received in connection with an
REO Property for which an REO Disposition has occurred;
(iii) Insurance Proceeds and Liquidation Proceeds (net of any
related expenses of the Subservicer);
(iv) All proceeds of any Mortgage Loans purchased pursuant to
Section 2.02, 2.03, 2.04 or 4.07 and all amounts required to be deposited
in connection with the substitution of a Qualified Substitute Mortgage
Loan pursuant to Section 2.03 or 2.04; and
(v) Any amounts required to be deposited pursuant to Section
3.07(c) or 3.21.
The foregoing requirements for deposit in the Custodial Account shall be
exclusive, it being understood and agreed that, without limiting the generality
of the foregoing, payments on the Mortgage Loans which are not part of the Trust
Fund (consisting of payments in respect of principal and interest on the
Mortgage Loans due on or before the Cut-off Date) and payments or collections in
the nature of prepayment charges or late payment charges or assumption fees may
but need not be deposited by the Master Servicer in the Custodial Account. In
the event any amount not required to be deposited in the Custodial Account is so
deposited, the Master Servicer may at any time withdraw such amount from the
Custodial Account, any provision herein to the contrary notwithstanding. The
Custodial Account may contain funds that belong to one or more trust funds
created for mortgage pass-through certificates of other series and may contain
other funds respecting payments on mortgage loans belonging to the Master
Servicer or serviced or master serviced by it on behalf of others.
Notwithstanding such commingling of funds, the Master Servicer shall keep
records that accurately reflect the funds on deposit in the Custodial Account
that have been identified by it as being attributable to the Mortgage Loans.
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With respect to Insurance Proceeds, Liquidation Proceeds, REO
Proceeds and the proceeds of the purchase of any Mortgage Loan pursuant to
Sections 2.02, 2.03, 2.04 and 4.07 received in any calendar month, the Master
Servicer may elect to treat such amounts as included in the Available
Distribution Amount for the Distribution Date in the month of receipt, but is
not obligated to do so. If the Master Servicer so elects, such amounts will be
deemed to have been received (and any related Realized Loss shall be deemed to
have occurred) on the last day of the month prior to the receipt thereof.
(c) The Master Servicer shall use its best efforts to cause the
institution maintaining the Custodial Account to invest the funds in the
Custodial Account attributable to the Mortgage Loans in Permitted Investments
which shall mature not later than the Certificate Account Deposit Date next
following the date of such investment (with the exception of the Amount Held for
Future Distribution) and which shall not be sold or disposed of prior to their
maturities. All income and gain realized from any such investment shall be for
the benefit of the Master Servicer as additional servicing compensation and
shall be subject to its withdrawal or order from time to time. The amount of any
losses incurred in respect of any such investments attributable to the
investment of amounts in respect of the Mortgage Loans shall be deposited in the
Custodial Account by the Master Servicer out of its own funds immediately as
realized.
(d) The Master Servicer shall give notice to the Trustee and the
Depositor of any change in the location of the Custodial Account and the
location of the Certificate Account prior to the use thereof.
SECTION 3.08. SUBSERVICING ACCOUNTS; SERVICING ACCOUNTS.
(a) In those cases where a Subservicer is servicing a Mortgage Loan
pursuant to a Subservicing Agreement, the Master Servicer shall cause the
Subservicer, pursuant to the Subservicing Agreement, to establish and maintain
one or more Subservicing Accounts which shall be an Eligible Account or, if such
account is not an Eligible Account, shall generally satisfy the requirements of
the Program Guide and be otherwise acceptable to the Master Servicer, the
Insurer and each Rating Agency. The Subservicer will be required thereby to
deposit into the Subservicing Account on a daily basis all proceeds of Mortgage
Loans received by the Subservicer, less its Subservicing Fees and unreimbursed
advances and expenses, to the extent permitted by the Subservicing Agreement. If
the Subservicing Account is not an Eligible Account, the Master Servicer shall
be deemed to have received such monies upon receipt thereof by the Subservicer.
The Subservicer shall not be required to deposit in the Subservicing Account
payments or collections in the nature of prepayment charges or late charges or
assumption fees. On or before the date specified in the Program Guide, but in no
event later than the Determination Date, the Master Servicer shall cause the
Subservicer, pursuant to the Subservicing Agreement, to remit to the Master
Servicer for deposit in the Custodial Account all funds held in the Subservicing
Account with respect to each Mortgage Loan serviced by such Subservicer that are
required to be remitted to the Master Servicer. The Subservicer will also be
required, pursuant to the Subservicing Agreement, to advance on such scheduled
date of remittance amounts equal to any scheduled monthly installments of
principal and interest less its Subservicing Fees on any Mortgage Loans for
which payment was not received by the Subservicer. This obligation to advance
with respect to each Mortgage Loan will continue up
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to and including the first of the month following the date on which the related
Mortgaged Property is sold at a foreclosure sale or is acquired by the Trust
Fund by deed in lieu of foreclosure or otherwise. All such advances received by
the Master Servicer shall be deposited promptly by it in the Custodial Account.
(b) The Subservicer may also be required, pursuant to the
Subservicing Agreement, to remit to the Master Servicer for deposit in the
Custodial Account interest at the Adjusted Mortgage Rate (or Modified Net
Mortgage Rate plus the rate per annum at which the Servicing Fee and the
Certificate Insurer Premium Modified Rate accrues in the case of a Modified
Mortgage Loan) on any Curtailment received by such Subservicer in respect of a
Mortgage Loan from the related Mortgagor during any month that is to be applied
by the Subservicer to reduce the unpaid principal balance of the related
Mortgage Loan as of the first day of such month, from the date of application of
such Curtailment to the first day of the following month. Any amounts paid by a
Subservicer pursuant to the preceding sentence shall be for the benefit of the
Master Servicer as additional servicing compensation and shall be subject to its
withdrawal or order from time to time pursuant to Sections 3.10(a)(iv) and (v).
(c) In addition to the Custodial Account and the Certificate
Account, the Master Servicer shall for any Nonsubserviced Mortgage Loan, and
shall cause the Subservicers for Subserviced Mortgage Loans to, establish and
maintain one or more Servicing Accounts and deposit and retain therein all
collections from the Mortgagors (or advances from Subservicers) for the payment
of taxes, assessments, hazard insurance premiums, if applicable, or comparable
items for the account of the Mortgagors. Each Servicing Account shall satisfy
the requirements for a Subservicing Account and, to the extent permitted by the
Program Guide or as is otherwise acceptable to the Master Servicer, may also
function as a Subservicing Account. Withdrawals of amounts related to the
Mortgage Loans from the Servicing Accounts may be made only to effect timely
payment of taxes, assessments, hazard insurance premiums, if applicable, or
comparable items, to reimburse the Master Servicer or Subservicer out of related
collections for any payments made pursuant to 3.12(a) (with respect to hazard
insurance), to refund to any Mortgagors any sums as may be determined to be
overages, to pay interest, if required, to Mortgagors on balances in the
Servicing Account or to clear and terminate the Servicing Account at the
termination of this Agreement in accordance with Section 9.01 or in accordance
with the Program Guide. As part of its servicing duties, the Master Servicer
shall, and the Subservicers will, pursuant to the Subservicing Agreements, be
required to pay to the Mortgagors interest on funds in this account to the
extent required by law.
(d) The Master Servicer shall advance the payments referred to in
the preceding subsection that are not timely paid by the Mortgagors or advanced
by the Subservicers on the date when the tax, premium or other cost for which
such payment is intended is due, but the Master Servicer shall be required so to
advance only to the extent that such advances, in the good faith judgment of the
Master Servicer, will be recoverable by the Master Servicer out of Insurance
Proceeds, Liquidation Proceeds or otherwise.
SECTION 3.09. ACCESS TO CERTAIN DOCUMENTATION AND INFORMATION
REGARDING THE MORTGAGE LOANS.
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In the event that compliance with this Section 3.09 shall make any
Class of Certificates legal for investment by federally insured savings and loan
associations, the Master Servicer shall provide, or cause the Subservicers to
provide, to the Trustee, the Office of Thrift Supervision or the FDIC and the
supervisory agents and examiners thereof access to the documentation regarding
the Mortgage Loans required by applicable regulations of the Office of Thrift
Supervision, such access being afforded without charge but only upon reasonable
request and during normal business hours at the offices designated by the Master
Servicer. The Master Servicer shall permit such representatives to photocopy any
such documentation and shall provide equipment for that purpose at a charge
reasonably approximating the cost of such photocopying to the Master Servicer.
SECTION 3.10. PERMITTED WITHDRAWALS FROM THE CUSTODIAL ACCOUNT.
(a) The Master Servicer may, from time to time as provided herein,
make withdrawals from the Custodial Account of amounts on deposit therein
pursuant to Section 3.07 that are attributable to the Mortgage Loans for the
following purposes:
(i) to make deposits into the Certificate Account in the
amounts and in the manner provided for in Section 4.01;
(ii) to reimburse itself or the related Subservicer for
previously unreimbursed advances or expenses made pursuant to Sections
3.01, 3.08, 3.12(a), 3.14 and 4.04 or otherwise reimbursable pursuant to
the terms of this Agreement, such withdrawal right being limited to
amounts received on particular Mortgage Loans (including, for this
purpose, REO Proceeds, Insurance Proceeds, Liquidation Proceeds and
proceeds from the purchase of a Mortgage Loan pursuant to Section 2.02,
2.03, 2.04 or 4.07) which represent (A) Late Collections of Monthly
Payments for which any such advance was made in the case of Subservicer
Advances or Advances pursuant to Section 4.04 and (B) late recoveries of
the payments for which such advances were made in the case of Servicing
Advances;
(iii) to pay to itself or the related Subservicer (if not
previously retained by such Subservicer) out of each payment received by
the Master Servicer on account of interest on a Mortgage Loan as
contemplated by Sections 3.14 and 3.16, an amount equal to that remaining
portion of any such payment as to interest (but not in excess of the
Servicing Fee and the Subservicing Fee, if not previously retained) which,
when deducted, will result in the remaining amount of such interest being
interest at a rate per annum equal to the Net Mortgage Rate (or Modified
Net Mortgage Rate in the case of a Modified Mortgage Loan) plus the
Certificate Insurer Premium Modified Rate on the amount specified in the
amortization schedule of the related Mortgage Loan as the principal
balance thereof at the beginning of the period respecting which such
interest was paid after giving effect to any previous Curtailments;
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(iv) to pay to itself as additional servicing compensation any
interest or investment income earned on funds deposited in the Custodial
Account that it is entitled to withdraw pursuant to Section 3.07(c);
(v) to pay to itself as additional servicing compensation any
Foreclosure Profits, and any amounts remitted by Subservicers as interest
in respect of Curtailments pursuant to Section 3.08(b);
(vi) to pay to itself, a Subservicer, Residential Funding, the
Depositor or any other appropriate Person, as the case may be, with
respect to each Mortgage Loan or property acquired in respect thereof that
has been purchased or otherwise transferred pursuant to Section 2.02,
2.03, 2.04, 4.07 or 9.01, all amounts received thereon and not required to
be distributed to Certificateholders as of the date on which the related
Stated Principal Balance or Purchase Price is determined;
(vii) to reimburse itself or the related Subservicer for any
Nonrecoverable Advance or Advances in the manner and to the extent
provided in subsection (c) below, any Advance made in connection with a
modification of a Mortgage Loan that is in default or, in the judgment of
the Master Servicer, default is reasonably foreseeable pursuant to Section
3.07(a), to the extent the amount of the Advance has been added to the
outstanding principal balance of the Mortgage Loan;
(viii)to reimburse itself or the Depositor for expenses
incurred by and reimbursable to it or the Depositor pursuant to Section
3.14(c), 6.03, 10.01 or otherwise;
(ix) to reimburse itself for amounts expended by it (a)
pursuant to Section 3.14 in good faith in connection with the restoration
of property damaged by an Uninsured Cause, and (b) in connection with the
liquidation of a Mortgage Loan or disposition of an REO Property to the
extent not otherwise reimbursed pursuant to clause (ii) or (viii) above;
and
(x) to withdraw any amount deposited in the Custodial Account
that was not required to be deposited therein pursuant to Section 3.07,
including any payoff fees or penalties or any other additional amounts
payable to the Master Servicer or Subservicer pursuant to the terms of the
Mortgage Note.
(b) Since, in connection with withdrawals pursuant to clauses (ii),
(iii), (v) and (vi), the Master Servicer's entitlement thereto is limited to
collections or other recoveries on the related Mortgage Loan, the Master
Servicer shall keep and maintain separate accounting, on a Mortgage Loan by
Mortgage Loan basis, for the purpose of justifying any withdrawal from the
Custodial Account pursuant to such clauses.
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(c) The Master Servicer shall be entitled to reimburse itself or the
related Subservicer for any advance made in respect of a Mortgage Loan that the
Master Servicer determines to be a Nonrecoverable Advance by withdrawal from the
Custodial Account of amounts on deposit therein attributable to the Mortgage
Loans on any Certificate Account Deposit Date succeeding the date of such
determination. Such right of reimbursement in respect of a Nonrecoverable
Advance on any such Certificate Account Deposit Date shall be limited to an
amount not exceeding the portion of such advance previously paid to
Certificateholders (and not theretofore reimbursed to the Master Servicer or the
related Subservicer).
(d) With respect to the Simple Interest Mortgage Loans,
notwithstanding the terms of the related Mortgage Note, the Master Servicer
shall treat such Mortgage Loans as if payments thereon were made on a 360-day
year consisting of twelve 30-day months (a "30/360 basis"). In the event the
related Mortgagor makes a Monthly Payment prior to any Due Date, the Master
Servicer shall treat the principal portion of the Monthly Payment in excess of
what such portion would be had such Monthly Payment been made on the related Due
Date as a Curtailment (other than with respect to the calculation of
Compensating Interest) and shall advance any shortfall in interest.
Notwithstanding anything in this Agreement to the contrary, to the extent the
Master Servicer makes advances of interest or principal with respect to the
Simple Interest Mortgage Loans as a result of treating them as if they paid on a
30/360 basis, the Master Servicer shall first be entitled to reimburse itself
from future Monthly Payments with respect to such Mortgage Loans to the extent
the interest component or principal component, as applicable, of any subsequent
Monthly Payment exceeds the amount of interest accrued or principal that would
have been paid, as applicable, on a 30/360 basis with respect to any Simple
Interest Mortgage Loan, and if the Master Servicer determines that it is unable
to reimburse itself from such subsequent Monthly Payments, it shall be entitled
to reimburse itself as if such advances had been Nonrecoverable Advances.
SECTION 3.11. [RESERVED].
SECTION 3.12. MAINTENANCE OF FIRE INSURANCE AND OMISSIONS AND
FIDELITY COVERAGE.
(a) The Master Servicer shall cause to be maintained for each
Mortgage Loan fire insurance with extended coverage in an amount which is equal
to the lesser of the principal balance owing on such Mortgage Loan (together
with the principal balance of any mortgage loan secured by a lien that is senior
to the Mortgage Loan) or 100 percent of the insurable value of the improvements;
PROVIDED, HOWEVER, that such coverage may not be less than the minimum amount
required to fully compensate for any loss or damage on a replacement cost basis.
To the extent it may do so without breaching the related Subservicing Agreement,
the Master Servicer shall replace any Subservicer that does not cause such
insurance, to the extent it is available, to be maintained. The Master Servicer
shall also cause to be maintained on property acquired upon foreclosure, or deed
in lieu of foreclosure, of any Mortgage Loan, fire insurance with extended
coverage in an amount which is at least equal to the amount necessary to avoid
the application of any co-insurance clause contained in the related hazard
insurance policy. Pursuant to Section 3.07, any amounts collected by the Master
Servicer under any such policies (other than amounts to be applied to the
restoration or repair of the related Mortgaged Property or property thus
acquired or amounts released to the Mortgagor in
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accordance with the Master Servicer's normal servicing procedures) shall be
deposited in the Custodial Account, subject to withdrawal pursuant to Section
3.10. Any cost incurred by the Master Servicer in maintaining any such insurance
shall not, for the purpose of calculating monthly distributions to
Certificateholders, be added to the amount owing under the Mortgage Loan,
notwithstanding that the terms of the Mortgage Loan so permit. Such costs shall
be recoverable by the Master Servicer out of related late payments by the
Mortgagor or out of Insurance Proceeds and Liquidation Proceeds to the extent
permitted by Section 3.10. It is understood and agreed that no earthquake or
other additional insurance is to be required of any Mortgagor or maintained on
property acquired in respect of a Mortgage Loan other than pursuant to such
applicable laws and regulations as shall at any time be in force and as shall
require such additional insurance. Whenever the improvements securing a Mortgage
Loan are located at the time of origination of such Mortgage Loan in a federally
designated special flood hazard area, the Master Servicer shall cause flood
insurance (to the extent available) to be maintained in respect thereof. Such
flood insurance shall be in an amount equal to the lesser of (i) the amount
required to compensate for any loss or damage to the Mortgaged Property on a
replacement cost basis and (ii) the maximum amount of such insurance available
for the related Mortgaged Property under the national flood insurance program
(assuming that the area in which such Mortgaged Property is located is
participating in such program).
In the event that the Master Servicer shall obtain and maintain a
blanket fire insurance policy with extended coverage insuring against hazard
losses on all of the Mortgage Loans, it shall conclusively be deemed to have
satisfied its obligations as set forth in the first sentence of this Section
3.12(a), it being understood and agreed that such policy may contain a
deductible clause, in which case the Master Servicer shall, in the event that
there shall not have been maintained on the related Mortgaged Property a policy
complying with the first sentence of this Section 3.12(a) and there shall have
been a loss which would have been covered by such policy, deposit in the
Certificate Account the amount not otherwise payable under the blanket policy
because of such deductible clause. Any such deposit by the Master Servicer shall
be made on the Certificate Account Deposit Date next preceding the Distribution
Date which occurs in the month following the month in which payments under any
such policy would have been deposited in the Custodial Account. In connection
with its activities as administrator and servicer of the Mortgage Loans, the
Master Servicer agrees to present, on behalf of itself, the Trustee and
Certificateholders, claims under any such blanket policy.
(b) The Master Servicer shall obtain and maintain at its own expense
and keep in full force and effect throughout the term of this Agreement a
blanket fidelity bond and an errors and omissions insurance policy covering the
Master Servicer's officers and employees and other persons acting on behalf of
the Master Servicer in connection with its activities under this Agreement. The
amount of coverage shall be at least equal to the coverage that would be
required by Fannie Mae or Freddie Mac, whichever is greater, with respect to the
Master Servicer if the Master Servicer were servicing and administering the
Mortgage Loans for Fannie Mae or Freddie Mac. In the event that any such bond or
policy ceases to be in effect, the Master Servicer shall obtain a comparable
replacement bond or policy from an issuer or insurer, as the case may be,
meeting the requirements, if any, of the Program Guide and acceptable to the
Depositor. Coverage of the Master
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Servicer under a policy or bond obtained by an Affiliate of the Master Servicer
and providing the coverage required by this Section 3.12(b) shall satisfy the
requirements of this Section 3.12(b).
SECTION 3.13. ENFORCEMENT OF DUE-ON-SALE CLAUSES; ASSUMPTION AND
MODIFICATION AGREEMENTS; CERTAIN ASSIGNMENTS.
(a) When any Mortgaged Property is conveyed by the Mortgagor, the
Master Servicer or Subservicer, to the extent it has knowledge of such
conveyance, shall enforce any due-on-sale clause contained in any Mortgage Note
or Mortgage, to the extent permitted under applicable law and governmental
regulations, but only to the extent that such enforcement will not adversely
affect or jeopardize coverage under any Required Insurance Policy.
Notwithstanding the foregoing:
(i) the Master Servicer shall not be deemed to be in default
under this Section 3.13(a) by reason of any transfer or assumption which
the Master Servicer is restricted by law from preventing; and
(ii) if the Master Servicer determines that it is reasonably
likely that any Mortgagor will bring, or if any Mortgagor does bring,
legal action to declare invalid or otherwise avoid enforcement of a
due-on-sale clause contained in any Mortgage Note or Mortgage, the Master
Servicer shall not be required to enforce the due-on-sale clause or to
contest such action.
(b) Subject to the Master Servicer's duty to enforce any due-on-sale
clause to the extent set forth in Section 3.13(a), in any case in which a
Mortgaged Property is to be conveyed to a Person by a Mortgagor, and such Person
is to enter into an assumption or modification agreement or supplement to the
Mortgage Note or Mortgage which requires the signature of the Trustee, or if an
instrument of release signed by the Trustee is required releasing the Mortgagor
from liability on the Mortgage Loan, the Master Servicer is authorized, subject
to the requirements of the sentence next following, to execute and deliver, on
behalf of the Trustee, the assumption agreement with the Person to whom the
Mortgaged Property is to be conveyed and such modification agreement or
supplement to the Mortgage Note or Mortgage or other instruments as are
reasonable or necessary to carry out the terms of the Mortgage Note or Mortgage
or otherwise to comply with any applicable LAWS REGARDING ASSUMPTIONS OR THE
TRANSFER OF THE MORTGAGED PROPERTY TO SUCH PERSON; PROVIDED, HOWEVER, none of
such terms and requirements shall both constitute a "significant modification"
effecting an exchange or reissuance of such Mortgage Loan under the Code (or
final, temporary or proposed Treasury regulations promulgated thereunder) and
cause any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as
REMICs under the Code or the imposition of any tax on "prohibited transactions"
or "contributions" after the startup date under the REMIC Provisions. The Master
Servicer shall execute and deliver such documents only if it reasonably
determines that (i) its execution and delivery thereof will not conflict with or
violate any terms of this Agreement or cause the unpaid balance and interest on
the Mortgage Loan to be uncollectible in whole or in part, (ii) any required
consents of insurers under any Required Insurance Policies have been obtained
and (iii) subsequent to the closing of the transaction involving the assumption
or transfer (A) the Mortgage Loan will continue to be secured by a first
mortgage lien pursuant to the terms of the
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Mortgage, (B) such transaction will not adversely affect the coverage under any
Required Insurance Policies, (C) the Mortgage Loan will fully amortize over the
remaining term thereof, (D) no material term of the Mortgage Loan (including the
interest rate on the Mortgage Loan) will be altered nor will the term of the
Mortgage Loan be changed and (E) if the seller/transferor of the Mortgaged
Property is to be released from liability on the Mortgage Loan, the
buyer/transferee of the Mortgaged Property would be qualified to assume the
Mortgage Loan based on generally comparable credit quality and such release will
not (based on the Master Servicer's or Subservicer's good faith determination)
adversely affect the collectability of the Mortgage Loan. Upon receipt of
appropriate instructions from the Master Servicer in accordance with the
foregoing, the Trustee shall execute any necessary instruments for such
assumption or substitution of liability as directed by the Master Servicer. Upon
the closing of the transactions contemplated by such documents, the Master
Servicer shall cause the originals or true and correct copies of the assumption
agreement, the release (if any), or the modification or supplement to the
Mortgage Note or Mortgage to be delivered to the Trustee or the Custodian and
deposited with the Mortgage File for such Mortgage Loan. Any fee collected by
the Master Servicer or such related Subservicer for entering into an assumption
or substitution of liability agreement will be retained by the Master Servicer
or such Subservicer as additional servicing compensation.
(c) The Master Servicer or the related Subservicer, as the case may
be, shall be entitled to approve a request from a Mortgagor for a partial
release of the related Mortgaged Property, the granting of an easement thereon
in favor of another Person, any alteration or demolition of the related
Mortgaged Property or other similar matters if it has determined, exercising its
good faith business judgment in the same manner as it would if it were the owner
of the related Mortgage Loan, that the security for, and the timely and full
collectability of, such Mortgage Loan would not be adversely affected thereby
and that each of REMIC I, REMIC II, REMIC III or REMIC IV would continue to
qualify as a REMIC under the Code as a result thereof and that no tax on
"prohibited transactions" or "contributions" after the startup day would be
imposed on any of REMIC I, REMIC II, REMIC III or REMIC IV as a result thereof.
Any fee collected by the Master Servicer or the related Subservicer for
processing such a request will be retained by the Master Servicer or such
Subservicer as additional servicing compensation.
(d) Subject to any other applicable terms and conditions of this
Agreement, the Trustee and Master Servicer shall be entitled to approve an
assignment in lieu of satisfaction with respect to any Mortgage Loan, provided
the obligee with respect to such Mortgage Loan following such proposed
assignment provides the Trustee and Master Servicer with a "Lender Certification
for Assignment of Mortgage Loan" in the form attached hereto as Exhibit M, in
form and substance satisfactory to the Trustee and Master Servicer, providing
the following: (i) that the Mortgage Loan is secured by Mortgaged Property
located in a jurisdiction in which an assignment in lieu of satisfaction is
required to preserve lien priority, minimize or avoid mortgage recording taxes
or otherwise comply with, or facilitate a refinancing under, the laws of such
jurisdiction; (ii) that the substance of the assignment is, and is intended to
be, a refinancing of such Mortgage Loan and that the form of the transaction is
solely to comply with, or facilitate the transaction under, such local laws;
(iii) that the Mortgage Loan following the proposed assignment will have a rate
of interest at least 0.25 percent below or above the rate of interest on such
Mortgage Loan prior to such proposed assignment; and (iv) that such assignment
is at the request of the borrower under the related
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Mortgage Loan. Upon approval of an assignment in lieu of satisfaction with
respect to any Mortgage Loan, the Master Servicer shall receive cash in an
amount equal to the unpaid principal balance of and accrued interest on such
Mortgage Loan and the Master Servicer shall treat such amount as a Principal
Prepayment in Full with respect to such Mortgage Loan for all purposes hereof.
SECTION 3.14. REALIZATION UPON DEFAULTED MORTGAGE LOANS.
(a) The Master Servicer shall foreclose upon or otherwise comparably
convert (which may include an REO Acquisition) the ownership of properties
securing such of the Mortgage Loans as come into and continue in default and as
to which no satisfactory arrangements can be made for collection of delinquent
payments pursuant to Section 3.07. Alternatively, the Master Servicer may take
other actions in respect of a defaulted Mortgage Loan, which may include (i)
accepting a short sale (a payoff of the Mortgage Loan for an amount less than
the total amount contractually owed in order to facilitate a sale of the
Mortgaged Property by the Mortgagor) or permitting a short refinancing (a payoff
of the Mortgage Loan for an amount less than the total amount contractually owed
in order to facilitate refinancing transactions by the Mortgagor not involving a
sale of the Mortgaged Property), (ii) arranging for a repayment plan or (iii)
agreeing to a modification in accordance with Section 3.07. In connection with
such foreclosure or other conversion or action, the Master Servicer shall follow
such practices and procedures as it shall deem necessary or advisable, as shall
be normal and usual in its general mortgage servicing activities and as shall be
required or permitted by the Program Guide; provided that the Master Servicer
shall not be liable in any respect hereunder if the Master Servicer is acting in
connection with any such foreclosure or other conversion or action in a manner
that is consistent with the provisions of this Agreement. The Master Servicer,
however, shall not be required to expend its own funds or incur other
reimbursable charges in connection with any foreclosure, or attempted
foreclosure which is not completed, or towards the correction of any default on
a related senior mortgage loan, or towards the restoration of any property
unless it shall determine (i) that such restoration and/or foreclosure will
increase the proceeds of liquidation of the Mortgage Loan to Holders of
Certificates of one or more Classes or the Insurer after reimbursement to itself
for such expenses or charges and (ii) that such expenses and charges will be
recoverable to it through Liquidation Proceeds, Insurance Proceeds, or REO
Proceeds (respecting which it shall have priority for purposes of withdrawals
from the Custodial Account pursuant to Section 3.10, whether or not such
expenses and charges are actually recoverable from related Liquidation Proceeds,
Insurance Proceeds or REO Proceeds). In the event of such a determination by the
Master Servicer pursuant to this Section 3.14(a), the Master Servicer shall be
entitled to reimbursement of its funds so expended pursuant to Section 3.10.
In addition, the Master Servicer may pursue any remedies that may be
available in connection with a breach of a representation and warranty with
respect to any such Mortgage Loan in accordance with Sections 2.03 and 2.04.
However, the Master Servicer is not required to continue to pursue both
foreclosure (or similar remedies) with respect to the Mortgage Loans and
remedies in connection with a breach of a representation and warranty if the
Master Servicer determines in its reasonable discretion that one such remedy is
more likely to result in a greater recovery as to the Mortgage Loan. Upon the
occurrence of a Cash Liquidation or REO Disposition, following the deposit in
the Custodial Account of all Insurance Proceeds, Liquidation Proceeds and other
payments and recoveries referred to in the definition of "Cash Liquidation" or
"REO Disposition," as
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applicable, upon receipt by the Trustee of written notification of such deposit
signed by a Servicing Officer, the Trustee or any Custodian, as the case may be,
shall release to the Master Servicer the related Mortgage File and the Trustee
shall execute and deliver such instruments of transfer or assignment prepared by
the Master Servicer, in each case without recourse, as shall be necessary to
vest in the Master Servicer or its designee, as the case may be, the related
Mortgage Loan, and thereafter such Mortgage Loan shall not be part of the Trust
Fund. Notwithstanding the foregoing or any other provision of this Agreement, in
the Master Servicer's sole discretion with respect to any defaulted Mortgage
Loan or REO Property as to either of the following provisions, (i) a Cash
Liquidation or REO Disposition may be deemed to have occurred if substantially
all amounts expected by the Master Servicer to be received in connection with
the related defaulted Mortgage Loan or REO Property have been received, and (ii)
for purposes of determining the amount of any Liquidation Proceeds, Insurance
Proceeds, REO Proceeds or other unscheduled collections or the amount of any
Realized Loss, the Master Servicer may take into account minimal amounts of
additional receipts expected to be received or any estimated additional
liquidation expenses expected to be incurred in connection with the related
defaulted Mortgage Loan or REO Property.
(b) In the event that title to any Mortgaged Property is acquired by
the Trust Fund as an REO Property by foreclosure or by deed in lieu of
foreclosure, the deed or certificate of sale shall be issued to the Trustee or
to its nominee on behalf of Certificateholders. Notwithstanding any such
acquisition of title and cancellation of the related Mortgage Loan, such REO
Property shall (except as otherwise expressly provided herein) be considered to
be an Outstanding Mortgage Loan held in the Trust Fund until such time as the
REO Property shall be sold. Consistent with the foregoing for purposes of all
calculations hereunder so long as such REO Property shall be considered to be an
Outstanding Mortgage Loan it shall be assumed that, notwithstanding that the
indebtedness evidenced by the related Mortgage Note shall have been discharged,
such Mortgage Note and the related amortization schedule in effect at the time
of any such acquisition of title (after giving effect to any previous
Curtailments and before any adjustment thereto by reason of any bankruptcy or
similar proceeding or any moratorium or similar waiver or grace period) remain
in effect.
(c) In the event that the Trust Fund acquires any REO Property as
aforesaid or otherwise in connection with a default or imminent default on a
Mortgage Loan, the Master Servicer on behalf of the Trust Fund shall dispose of
such REO Property within three full years after the taxable year of its
acquisition by the Trust Fund for purposes of Section 860G(a)(8) of the Code (or
such shorter period as may be necessary under applicable state (including any
state in which such property is located) law to maintain the status of each of
REMIC I, REMIC II, REMIC III or REMIC IV as a REMIC under applicable state law
and avoid taxes resulting from such property failing to be foreclosure property
under applicable state law) or, at the expense of the Trust Fund, request, more
than 60 days before the day on which such grace period would otherwise expire,
an extension of such grace period unless the Master Servicer obtains for the
Trustee and the Insurer an Opinion of Counsel, addressed to the Trustee, the
Insurer and the Master Servicer, to the effect that the holding by the Trust
Fund of such REO Property subsequent to such period will not result in the
imposition of taxes on "prohibited transactions" as defined in Section 860F of
the Code or cause any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to
qualify as a REMIC (for federal (or any applicable State or local) income tax
purposes) at any time that any Certificates are outstanding, in
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which case the Trust Fund may continue to hold such REO Property (subject to any
conditions contained in such Opinion of Counsel). The Master Servicer shall be
entitled to be reimbursed from the Custodial Account for any costs incurred in
obtaining such Opinion of Counsel, as provided in Section 3.10. Notwithstanding
any other provision of this Agreement, no REO Property acquired by the Trust
Fund shall be rented (or allowed to continue to be rented) or otherwise used by
or on behalf of the Trust Fund in such a manner or pursuant to any terms that
would (i) cause such REO Property to fail to qualify as "foreclosure property"
within the meaning of Section 860G(a)(8) of the Code or (ii) subject REMIC I,
REMIC II, REMIC III or REMIC IV to the imposition of any federal income taxes on
the income earned from such REO Property, including any taxes imposed by reason
of Section 860G(c) of the Code, unless the Master Servicer has agreed to
indemnify and hold harmless the Trust Fund with respect to the imposition of any
such taxes.
(d) The proceeds of any Cash Liquidation, REO Disposition or
purchase or repurchase of any Mortgage Loan pursuant to the terms of this
Agreement, as well as any recovery resulting from a collection of Liquidation
Proceeds, Insurance Proceeds or REO Proceeds, will be applied in the following
order of priority: first, to reimburse the Master Servicer or the related
Subservicer in accordance with Section 3.10(a)(ii); second, to the
Certificateholders to the extent of accrued and unpaid interest on the Mortgage
Loan, and any related REO Imputed Interest, at the Net Mortgage Rate (or the
Modified Net Mortgage Rate in the case of a Modified Mortgage Loan), to the Due
Date in the related Due Period prior to the Distribution Date on which such
amounts are to be distributed; third, to the Certificateholders as a recovery of
principal on the Mortgage Loan (or REO Property) (provided that if any such
Class of Certificates to which such Realized Loss was allocated is no longer
outstanding, such subsequent recovery shall be distributed to the persons who
were the Holders of such Class of Certificates when it was retired); fourth, to
all Servicing Fees and Subservicing Fees payable therefrom (and the Master
Servicer and the Subservicer shall have no claims for any deficiencies with
respect to such fees which result from the foregoing allocation); fifth, to the
Insurer for reimbursement for any payments made pursuant to the Policy to the
extent not reimbursed pursuant to Section 4.02(a)(iv); and sixth, to Foreclosure
Profits.
(e) Notwithstanding the foregoing paragraphs of this Section 3.14,
in the event that a Foreclosure Restricted Loan goes into foreclosure, if
acquiring title to the related Mortgaged Property by foreclosure or by deed in
lieu of foreclosure would cause the adjusted basis (for federal income tax
purposes) of the Mortgaged Properties underlying the Foreclosure Restricted
Loans that are currently owned by the related REMIC after foreclosure (along
with any other assets owned by the related REMIC other than "qualified
mortgages" and "permitted investments" within the meaning of Section 860G of the
Code) to exceed 0.75% of the adjusted basis of the assets in the Mortgage Pool,
the Master Servicer shall not be permitted to acquire title to such Mortgaged
Property on behalf of the related REMIC. Instead, the Master Servicer would have
to dispose of the Mortgage Loan for cash in the foreclosure sale. In addition,
if the Master Servicer determines that following a distribution on any
Distribution Date the adjusted bases of the Mortgaged Properties underlying the
Foreclosure Restricted Loans in foreclosure (along with any other assets owned
by the related REMIC other than "qualified mortgages" and "permitted
investments" within the meaning of Section 860G of the Code) exceed 1.0% of the
adjusted bases of the assets of the Mortgage Pool immediately after the
distribution, then prior to such Distribution Date, the Master Servicer shall
dispose of enough of such Mortgaged Properties in foreclosure, for cash, so that
the
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adjusted bases of such Mortgaged Properties in foreclosure (along with any other
assets owned by the related REMIC other than "qualified mortgages" and
"permitted investments" within the meaning of Section 860G of the Code) will be
less than 1.0% of the adjusted bases of the assets of the Mortgage Pool. In
either event, the Master Servicer is permitted to acquire (for its own account
and not on behalf of the Trust) the Mortgaged Property at the foreclosure sale
for an amount not less than the greater of: (i) the highest amount bid by any
other person at the foreclosure sale, or (ii) the estimated fair value of the
Mortgaged Property, as determined by the Master Servicer in good faith.
SECTION 3.15. TRUSTEE TO COOPERATE; RELEASE OF MORTGAGE FILES.
(a) Upon becoming aware of the payment in full of any Mortgage Loan,
or upon the receipt by the Master Servicer of a notification that payment in
full will be escrowed in a manner customary for such purposes, the Master
Servicer will immediately notify the Trustee (if it holds the related Mortgage
File) or the Custodian by a certification of a Servicing Officer (which
certification shall include a statement to the effect that all amounts received
or to be received in connection with such payment which are required to be
deposited in the Custodial Account pursuant to Section 3.07 have been or will be
so deposited), substantially in one of the forms attached hereto as Exhibit G
requesting delivery to it of the Mortgage File. Upon receipt of such
certification and request, the Trustee shall promptly release, or cause the
Custodian to release, the related Mortgage File to the Master Servicer. The
Master Servicer is authorized to execute and deliver to the Mortgagor the
request for reconveyance, deed of reconveyance or release or satisfaction of
mortgage or such instrument releasing the lien of the Mortgage, together with
the Mortgage Note with, as appropriate, written evidence of cancellation
thereon. No expenses incurred in connection with any instrument of satisfaction
or deed of reconveyance shall be chargeable to the Custodial Account or the
Certificate Account.
(b) From time to time as is appropriate for the servicing or
foreclosure of any Mortgage Loan, the Master Servicer shall deliver to the
Custodian, with a copy to the Trustee, a certificate of a Servicing Officer
substantially in one of the forms attached as Exhibit G hereto, requesting that
possession of all, or any document constituting part of, the Mortgage File be
released to the Master Servicer and certifying as to the reason for such release
and that such release will not invalidate any insurance coverage provided in
respect of the Mortgage Loan under any Required Insurance Policy. Upon receipt
of the foregoing, the Trustee shall deliver, or cause the Custodian to deliver,
the Mortgage File or any document therein to the Master Servicer. The Master
Servicer shall cause each Mortgage File or any document therein so released to
be returned to the Trustee, or the Custodian as agent for the Trustee when the
need therefor by the Master Servicer no longer exists, unless (i) the Mortgage
Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage
Loan have been deposited in the Custodial Account or (ii) the Mortgage File or
such document has been delivered directly or through a Subservicer to an
attorney, or to a public trustee or other public official as required by law,
for purposes of initiating or pursuing legal action or other proceedings for the
foreclosure of the Mortgaged Property either judicially or non-judicially, and
the Master Servicer has delivered directly or through a Subservicer to the
Trustee a certificate of a Servicing Officer certifying as to the name and
address of the Person to which such Mortgage File or such document was delivered
and the purpose or purposes of such delivery. In the event of the
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liquidation of a Mortgage Loan, the Trustee shall deliver the Request for
Release with respect thereto to the Master Servicer upon deposit of the related
Liquidation Proceeds in the Custodial Account.
(c) The Trustee or the Master Servicer on the Trustee's behalf shall
execute and deliver to the Master Servicer, if necessary, any court pleadings,
requests for trustee's sale or other documents necessary to the foreclosure or
trustee's sale in respect of a Mortgaged Property or to any legal action brought
to obtain judgment against any Mortgagor on the Mortgage Note or Mortgage or to
obtain a deficiency judgment, or to enforce any other remedies or rights
provided by the Mortgage Note or Mortgage or otherwise available at law or in
equity. Together with such documents or pleadings (if signed by the Trustee),
the Master Servicer shall deliver to the Trustee a certificate of a Servicing
Officer requesting that such pleadings or documents be executed by the Trustee
and certifying as to the reason such documents or pleadings are required and
that the execution and delivery thereof by the Trustee will not invalidate any
insurance coverage under any Required Insurance Policy or invalidate or
otherwise affect the lien of the Mortgage, except for the termination of such a
lien upon completion of the foreclosure or trustee's sale.
SECTION 3.16. SERVICING AND OTHER COMPENSATION; COMPENSATING
INTEREST.
(a) The Master Servicer, as compensation for its activities
hereunder, shall be entitled to receive on each Distribution Date the amounts
provided for by clauses (iii), (iv), (v) and (vi) of Section 3.10(a), subject to
clause (e) below. The amount of servicing compensation provided for in such
clauses shall be accounted for on a Mortgage Loan-by-Mortgage Loan basis. In the
event that Liquidation Proceeds, Insurance Proceeds and REO Proceeds (net of
amounts reimbursable therefrom pursuant to Section 3.10(a)(ii)) in respect of a
Cash Liquidation or REO Disposition exceed the unpaid principal balance of such
Mortgage Loan plus unpaid interest accrued thereon (including REO Imputed
Interest) at a per annum rate equal to the related Net Mortgage Rate (or the
Modified Net Mortgage Rate in the case of a Modified Mortgage Loan), the Master
Servicer shall be entitled to retain therefrom and to pay to itself and/or the
related Subservicer, any Foreclosure Profits and any Servicing Fee or
Subservicing Fee considered to be accrued but unpaid.
(b) Additional servicing compensation in the form of prepayment
charges, assumption fees, late payment charges, investment income on amounts in
the Custodial Account or the Certificate Account or otherwise shall be retained
by the Master Servicer or the Subservicer to the extent provided herein, subject
to clause (e) below.
(c) The Master Servicer shall be required to pay, or cause to be
paid, all expenses incurred by it in connection with its servicing activities
hereunder (including payment of the fees and expenses of the Trustee and any
Custodian) and shall not be entitled to reimbursement therefor except as
specifically provided in Sections 3.10 and 3.14.
(d) The Master Servicer's right to receive servicing compensation
may not be transferred in whole or in part except in connection with the
transfer of all of its responsibilities and obligations of the Master Servicer
under this Agreement.
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(e) Notwithstanding clauses (a) and (b) above, the amount of
servicing compensation that the Master Servicer shall be entitled to receive for
its activities hereunder for the period ending on each Distribution Date shall
be reduced (but not below zero) by an amount equal to Compensating Interest (if
any) for such Distribution Date. Such reduction shall be applied during such
period as follows: first, to any Servicing Fee or Subservicing Fee to which the
Master Servicer is entitled pursuant to Section 3.10(a)(iii); second, to any
income or gain realized from any investment of funds held in the Custodial
Account or the Certificate Account to which the Master Servicer is entitled
pursuant to Sections 3.07(c) or 4.01(b), respectively; and third, to any amounts
of servicing compensation to which the Master Servicer is entitled pursuant to
Section 3.10(a)(v) or (vi). In making such reduction, the Master Servicer will
not withdraw from the Custodial Account any such amount representing all or a
portion of the Servicing Fee to which it is entitled pursuant to Section
3.10(a)(iii); (ii) will not withdraw from the Custodial Account or Certificate
Account any such amount to which it is entitled pursuant to Section 3.07(c) or
4.01(b) and (iii) will not withdraw from the Custodial Account any such amount
of servicing compensation to which it is entitled pursuant to Section 3.10(a)(v)
or (vi).
SECTION 3.17. REPORTS TO THE TRUSTEE AND THE DEPOSITOR.
Not later than fifteen days after each Distribution Date, the Master
Servicer shall forward to the Trustee and the Depositor a statement, certified
by a Servicing Officer, setting forth the status of the Custodial Account as of
the close of business on such Distribution Date as it relates to the Mortgage
Loans and showing, for the period covered by such statement, the aggregate of
deposits in or withdrawals from the Custodial Account in respect of the Mortgage
Loans for each category of deposit specified in Section 3.07 and each category
of withdrawal specified in Section 3.10.
SECTION 3.18. ANNUAL STATEMENT AS TO COMPLIANCE.
The Master Servicer will deliver to the Depositor, the Trustee and
the Insurer on or before March 31 of each year, beginning with the first March
31 that occurs at least six months after the Cut-off Date, an Officers'
Certificate stating, as to each signer thereof, that (i) a review of the
activities of the Master Servicer during the preceding calendar year related to
its servicing of mortgage loans and of its performance under the pooling and
servicing agreements, including this Agreement, has been made under such
officers' supervision, (ii) to the best of such officers' knowledge, based on
such review, the Master Servicer has complied in all material respects with the
minimum servicing standards set forth in the Uniform Single Attestation Program
for Mortgage Bankers and has fulfilled all of its material obligations in all
material respects throughout such year, or, if there has been material
noncompliance with such servicing standards or a default in the fulfillment in
all material respects of any such obligation relating to this Agreement, such
statement shall include a description of such noncompliance or specify each such
default, as the case may be, known to such officer and the nature and status
thereof and that the Master Servicer has met the most recent Annual Servicing
Test, or if such Annual Servicing Test has not been met, specifying the nature
of such failure, such statement with respect to a failure of the Annual
Servicing Test may be delivered as a separate Officers' Certificate, and (iii)
to the best of such officers' knowledge, each Subservicer has complied in all
material respects with the minimum servicing standards set forth in
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the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled
all of its material obligations under its Subservicing Agreement in all material
respects throughout such year, or if there has been material noncompliance with
such servicing standards or a material default in the fulfillment of such
obligations relating to this Agreement, specifying such statement shall include
a description of such noncompliance or specify each such default, as the case
may be, known to such officer and the nature and status thereof.
SECTION 3.19. ANNUAL INDEPENDENT PUBLIC ACCOUNTANTS' SERVICING
REPORT.
On or before March 31 of each year, beginning with the first March
31 that occurs at least six months after the Cut-off Date, the Master Servicer
at its expense shall cause a firm of independent public accountants which is any
one of the six major nationally recognized firms of independent public
accountants and which is also a member of the American Institute of Certified
Public Accountants to furnish a report to the Depositor, the Insurer and the
Trustee stating its opinion that, on the basis of an examination conducted by
such firm substantially in accordance with standards established by the American
Institute of Certified Public Accountants, the assertions made pursuant to
Section 3.18 regarding compliance with the minimum servicing standards set forth
in the Uniform Single Attestation Program for Mortgage Bankers during the
preceding calendar year are fairly stated in all material respects, subject to
such exceptions and other qualifications that, in the opinion of such firm, such
accounting standards require it to report. In rendering such statement, such
firm may rely, as to matters relating to the direct servicing of mortgage loans
by Subservicers, upon comparable statements for examinations conducted by
independent public accountants substantially in accordance with standards
established by the American Institute of Certified Public Accountants (rendered
within one year of such statement) with respect to such Subservicers.
SECTION 3.20. RIGHT OF THE DEPOSITOR IN RESPECT OF THE MASTER
SERVICER.
The Master Servicer shall afford the Depositor, upon reasonable
notice, during normal business hours access to all records maintained by the
Master Servicer in respect of its rights and obligations hereunder and access to
officers of the Master Servicer responsible for such obligations. Upon request,
the Master Servicer shall furnish the Depositor with its most recent financial
statements and such other information as the Master Servicer possesses regarding
its business, affairs, property and condition, financial or otherwise. The
Master Servicer shall also cooperate with all reasonable requests for
information including, but not limited to, notices, tapes and copies of files,
regarding itself, the Mortgage Loans or the Certificates from any Person or
Persons identified by the Depositor or Residential Funding. The Insurer hereby
is so identified. The Depositor may, but is not obligated to perform, or cause a
designee to perform, any defaulted obligation of the Master Servicer hereunder
or exercise the rights of the Master Servicer hereunder; provided that the
Master Servicer shall not be relieved of any of its obligations hereunder by
virtue of such performance by the Depositor or its designee. The Depositor shall
not have the responsibility or liability for any action or failure to act by the
Master Servicer and is not obligated to supervise the performance of the Master
Servicer under this Agreement or otherwise.
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ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
SECTION 4.01. CERTIFICATE ACCOUNT.
(a) The Master Servicer acting as agent of the Trustee shall
establish and maintain a Certificate Account in which the Master Servicer shall
cause to be deposited on behalf of the Trustee on or before 2:00 P.M. New York
time on each Certificate Account Deposit Date by wire transfer of immediately
available funds an amount equal to the sum of (i) any Advance for the
immediately succeeding Distribution Date, (ii) any amount required to be
deposited in the Certificate Account pursuant to Section 3.12(a), (iii) any
amount required to be deposited in the Certificate Account pursuant to Section
3.16(e) or Section 4.07, (iv) any amount required to be paid pursuant to Section
9.01, (v) an amount equal to the Certificate Insurer Premium payable on such
Distribution Date and (vi) all other amounts constituting the Available
Distribution Amount for the immediately succeeding Distribution Date. In
addition, as and to the extent required pursuant to Section 4.08(b), the Trustee
shall withdraw from the Insurance Account and deposit into the Certificate
Account the amount necessary to pay the Insured Amount on each Distribution Date
to the extent received from the Insurer.
(b) On each Distribution Date, prior to making any other
distributions referred to in Section 4.02 herein, the Trustee shall withdraw
from the Certificate Account and pay to the Insurer, by wire transfer of
immediately available funds to the Insurer Account, the Certificate Insurer
Premium for such Distribution Date. The Trustee shall deposit any amounts
received pursuant to the Policy into the Certificate Account. Any such amounts
shall be distributed on the immediately following Distribution Date as part of
the Available Distribution Amount.
(c) The Trustee shall, upon written request from the Master
Servicer, invest or cause the institution maintaining the Certificate Account to
invest the funds in the Certificate Account in Permitted Investments designated
in the name of the Trustee for the benefit of the Certificateholders and the
Insurer, which shall mature not later than the Business Day next preceding the
Distribution Date next following the date of such investment (except that (i)
any investment in the institution with which the Certificate Account is
maintained may mature on such Distribution Date and (ii) any other investment
may mature on such Distribution Date if the Trustee shall advance funds on such
Distribution Date to the Certificate Account in the amount payable on such
investment on such Distribution Date, pending receipt thereof to the extent
necessary to make distributions on the Certificates) and shall not be sold or
disposed of prior to maturity. All income and gain realized from any such
investment shall be for the benefit of the Master Servicer and shall be subject
to its withdrawal or order from time to time. The amount of any losses incurred
in respect of any such investments shall be deposited in the Certificate Account
by the Master Servicer out of its own funds immediately as realized.
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SECTION 4.02. DISTRIBUTIONS.
(a) On each Distribution Date (x) the Master Servicer on behalf of
the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute
to each Certificateholder of record on the next preceding Record Date (other
than as provided in Section 9.01 respecting the final distribution) either in
immediately available funds (by wire transfer or otherwise) to the account of
such Certificateholder at a bank or other entity having appropriate facilities
therefor, if such Certificateholder has so notified the Master Servicer or the
Paying Agent, as the case may be, or, if such Certificateholder has not so
notified the Master Servicer or the Paying Agent by the Record Date, by check
mailed to such Certificateholder at the address of such Holder appearing in the
Certificate Register such Certificateholder's share (which share with respect to
each Class of Certificates, shall be based on the aggregate of the Percentage
Interests represented by Certificates of the applicable Class held by such
Holder of the following amounts, in the following order of priority), in each
case to the extent of the Available Distribution Amount:
(i) to the Class A Certificateholders, Accrued Certificate
Interest payable on such Certificates with respect to such
Distribution Date, plus any Accrued Certificate Interest remaining
unpaid from any prior Distribution Date, less any Prepayment
Interest Shortfalls, to the extent not covered by Compensating
Interest pursuant to Section 3.16 (the "Interest Distribution
Amount"), with such amount ALLOCATED AMONG THE CLASS A
CERTIFICATEHOLDERS ON A PRO RATA basis;
(ii) to the Class A-1 Certificateholders, Class A-2
Certificateholders and Class A-3 Certificateholders, in that order,
the lesser of (a) the excess of (i) the Available Distribution
Amount over (ii) the Interest Distribution Amount and (b) the
Principal Distribution Amount (other than with respect to clauses
(iv) and (v) thereof), in each case until the Certificate Principal
Balance thereof has been reduced to zero;
(iii) to the Class A-1 Certificateholders, Class A-2
Certificateholders and Class A-3 Certificateholders, in that order,
from the amount, if any, of the Available Distribution Amount
remaining after the foregoing distributions (such amount, the
"Excess Cash Flow"), an amount equal to the Realized Losses on the
Mortgage Loans during the immediately preceding Due Period, applied
to reduce the Certificate Principal Balances of the Class A
Certificates, but in no event more than the aggregate of the
outstanding Certificate Principal Balances of the Class A
Certificates, in each case until the Certificate Principal Balances
of the Class A Certificates have been reduced to zero;
(iv) to the Insurer, from the amount, if any, of the Available
Distribution Amount remaining after the foregoing distributions, in
respect of any Cumulative Insurance Payments;
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(v) except on the first Distribution Date, to the Class A-1
Certificateholders, Class A-2 Certificateholders and Class A-3
Certificateholders, in that order, from the amount, if any, of the
Available Distribution Amount remaining after the foregoing
distributions, the Overcollateralization Increase Amount for such
Distribution Date, in each case until the Certificate Principal
Balance thereof has been reduced to zero;
(vi) to the Class A Certificateholders from the amount, if
any, of the Available Distribution Amount remaining after the
foregoing distributions, the amount of any Prepayment Interest
Shortfalls allocated thereto, to the extent not covered by
Compensating Interest on such Distribution Date, with such amount
allocated among the Class A Certificateholders, pro rata, based on
the Accrued Certificate Interest otherwise due thereon;
(vii) to the Class A Certificateholders from the amount, if
any, of the Available Distribution Amount remaining after the
foregoing distributions, the amount of any Prepayment Interest
Shortfalls allocated thereto remaining unpaid from prior
Distribution Dates together with interest thereon, with such amount
allocated among the Class A Certificateholders, pro rata, based on
the Accrued Certificate Interest otherwise due thereon;
(viii)to the Class SB Certificates, from the amount, if any,
of the Available Distribution Amount remaining after the foregoing
distributions, Accrued Certificate Interest thereon for such
Distribution Date;
(ix) to the Class SB Certificates, the amount of any
Overcollateralization Reduction Amount for such Distribution Date;
and
(x) to the Class R-IV Certificateholders, the balance, if any,
of the Available Distribution Amount.
(b) Within five Business Days before the related Distribution Date,
the Master Servicer shall notify the Trustee of the amounts, if any, payable to
the Insurer pursuant to Section 4.02(a)(iv).
(c) In addition to the foregoing distributions, with respect to any
Mortgage Loan that was previously the subject of a Cash Liquidation or an REO
Disposition that resulted in a Realized Loss, in the event that within two years
of the date on which such Realized Loss was determined to have occurred the
Master Servicer receives amounts which the Master Servicer reasonably believes
to represent subsequent recoveries (net of any related liquidation expenses), or
determines that it holds surplus amounts previously reserved to cover estimated
expenses specifically related to such Mortgage Loan (including, but not limited
to, recoveries (net of any related liquidation expenses) in respect of the
representations and warranties made by the related Seller pursuant to the
applicable Seller's Agreement), the Master Servicer shall distribute such
amounts
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to the Class or Classes to which such Realized Loss was allocated (with the
amounts to be distributed allocated among such Classes in the same proportions
as such Realized Loss was allocated), and within each such Class to the
Certificateholders of record as of the Record Date immediately preceding the
date of such distribution (or if such Class of Certificates is no longer
outstanding, to the Certificateholders of record at the time that such Realized
Loss was allocated); provided that no such distribution to any Class of
Certificates of subsequent recoveries related to a Mortgage Loan shall exceed,
either individually or in the aggregate and together with any other amounts paid
in reimbursement therefor, the amount of the related Realized Loss that was
allocated to such Class of Certificates. For the purposes of this Section
4.02(i) any allocation of a Realized Loss to Excess Cash Flow will be treated as
an allocation of a Realized Loss to the Class A Certificates. Notwithstanding
the foregoing, to the extent that the Master Servicer receives recoveries with
respect to Realized Losses which were allocated to the related Class A
Certificates and which were paid by the Insurer pursuant to the Policy and not
previously reimbursed pursuant to Section 4.02(a)(iv), such recoveries shall be
paid directly to the Insurer and applied to reduce the Cumulative Insurance
Payments then due to the Insurer prior to any payment of such amounts to any
current Certificateholder or any previous Certificateholder. Any amounts to be
so distributed shall not be remitted to or distributed from the Trust Fund, and
shall constitute subsequent recoveries with respect to Mortgage Loans that are
no longer assets of the Trust Fund.
(d) Each distribution with respect to a Book-Entry Certificate shall
be paid to the Depository, as Holder thereof, and the Depository shall be
responsible for crediting the amount of such distribution to the accounts of its
Depository Participants in accordance with its normal procedures. Each
Depository Participant shall be responsible for disbursing such distribution to
the Certificate Owners that it represents and to each indirect participating
brokerage firm (a "brokerage firm" or "indirect participating firm") for which
it acts as agent. Each brokerage firm shall be responsible for disbursing funds
to the Certificate Owners that it represents. None of the Trustee, the
Certificate Registrar, the Depositor or the Master Servicer shall have any
responsibility therefor except as otherwise provided by this Agreement or
applicable law.
(e) Except as otherwise provided in Section 9.01, if the Master
Servicer anticipates that a final distribution with respect to any Class of
Certificates will be made on the next Distribution Date, the Master Servicer
shall, no later than the Determination Date in the month of such final
distribution, notify the Trustee and the Trustee shall, no later than two (2)
Business Days after such Determination Date, mail on such date to each Holder of
such Class of Certificates a notice to the effect that: (i) the Trustee
anticipates that the final distribution with respect to such Class of
Certificates will be made on such Distribution Date but only upon presentation
and surrender of such Certificates at the office of the Trustee or as otherwise
specified therein, and (ii) no interest shall accrue on such Certificates from
and after the end of the prior calendar month. In the event that
Certificateholders required to surrender their Certificates pursuant to Section
9.01(c) do not surrender their Certificates for final cancellation, the Trustee
shall cause funds distributable with respect to such Certificates to be
withdrawn from the Certificate Account and credited to a separate escrow account
for the benefit of such Certificateholders as provided in Section 9.01(d).
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(f) (i) On each Distribution Date, the following amounts shall be
distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests:
all payments received on account of any Simple Interest Mortgage Loan shall be
allocated first to Uncertificated Accrued Interest and then to Uncertificated
Principal Balance for the corresponding REMIC I Regular Interest SI, and all
other payments received on account of the Mortgage Loans shall be allocated
first to Uncertificated Accrued Interest and then to Uncertificated Principal
Balance for the REMIC I Regular Interest SB.
(ii) On each Distribution Date, the following amounts, in the
following order of priority, shall be distributed by REMIC II to
REMIC III on account of the REMIC II Regular Interests:
(A) to the Holders of REMIC II Regular Interests, in an
amount equal to (1) the Uncertificated Accrued Interest for
such Distribution Date, plus (2) any amounts in respect
thereof remaining unpaid from previous Distribution Dates.
Amounts payable as Uncertificated Accrued Interest in respect
of REMIC II Regular Interest LT5 shall be reduced when the
REMIC II Overcollateralized Amount is less than the REMIC II
Required Overcollateralized Amount, by the lesser of (x) the
amount of such difference and (y) the REMIC II Regular
Interest LT5 Maximum Interest Deferral Amount; and
(B) on each Distribution Date, to the Holders of REMIC
II Regular Interests, in an amount equal to the remainder
after the distributions made pursuant to clause (A) above,
allocated as follows (except as provided below):
(1) to the Holders of the REMIC II Regular
Interest LT1, 98.00% of such remainder;
(2) to the Holders of the REMIC II Regular
Interest LT2, LT3 and LT4, 1.00% of such
remainder, allocated among such interests
pro rata by Uncertificated Principal
Balance; and
(3) to the Holders of the REMIC II Regular
Interest LT5, 1.00% of such remainder;
provided, however, that 98.00% and 2.00% of any principal payments that are
attributable to an Overcollateralization Release Amount shall be allocated to
Holders of the REMIC II Regular Interest LT1 and REMIC II Regular Interest LT5,
respectively.
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(iii) On each Distribution Date, the following amounts shall
be distributed by REMIC III to REMIC IV on account of the REMIC III
Regular Interests:
(A) any amounts paid as either Uncertificated Accrued
Interest paid or accrued to the REMIC II Regular Interests
shall be deemed to have been paid to the related
Uncertificated Corresponding Interest in REMIC III in
accordance with the relevant Uncertificated Pass-Through Rate;
and
(B) any amounts paid as principal on the REMIC II
Regular Interests shall be deemed to have been paid to the
related Uncertificated Corresponding Interest in REMIC III in
accordance with the same priorities and conditions.
(iv) Notwithstanding the distributions on the REMIC I Regular
Interests, REMIC II Regular Interests and REMIC III Regular
Interests described in this Section 4.02(a), distribution of funds
from the Certificate Account shall be made only in accordance with
Section 4.02(b).
SECTION 4.03. STATEMENTS TO CERTIFICATEHOLDERS.
(a) Concurrently with each distribution charged to the Certificate
Account and with respect to each Distribution Date the Master Servicer shall
forward to the Trustee and the Trustee shall forward by mail to each Holder, the
Insurer and the Depositor a statement setting forth the following information as
to each Class of Certificates, in each case to the extent applicable:
(i) (A) the amount of such distribution to the Certificateholders
of such Class applied to reduce the Certificate Principal
Balance thereof, and (B) the aggregate amount included therein
representing Principal Prepayments;
(ii) the amount of such distribution to Holders of such Class of
Certificates allocable to interest;
(iii) if the distribution to the Holders of such Class of
Certificates is less than the full amount that would be
distributable to such Holders if there were sufficient funds
available therefor, the amount of the shortfall;
(iv) the amount of any Advance by the Master Servicer with respect
to the Mortgage Loans pursuant to Section 4.04;
(v) the number of Mortgage Loans and the Stated Principal Balance
after giving effect to the distribution of principal on such
Distribution Date;
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(vi) the aggregate Certificate Principal Balance of each Class of
the Certificates, after giving effect to the amounts
distributed on such Distribution Date, separately identifying
any reduction thereof due to Realized Losses other than
pursuant to an actual distribution of principal;
(vii) on the basis of the most recent reports furnished to it by
Subservicers, the number and aggregate principal balances of
Mortgage Loans that are Delinquent (A) one month, (B) two
months and (C) three or more months and the number and
aggregate principal balance of Mortgage Loans that are in
foreclosure;
(viii)the number, aggregate principal balance and book value of
any REO Properties;
(ix) the aggregate Accrued Certificate Interest remaining unpaid,
if any, for each Class of Certificates, after giving effect to
the distribution made on such Distribution Date;
(x) the aggregate amount of Realized Losses for such Distribution
Date and the aggregate amount of Realized Losses on the
Mortgage Loans incurred since the Cut-off Date;
(xi) the Special Hazard Amount, Fraud Loss Amount and Bankruptcy
Amount as of the close of business on such Distribution Date
and a description of any change in the calculation of such
amounts;
(xii) the amount of any Insured Amount paid on such Distribution
Date, the amount of any reimbursement payment made to the
Insurer on such Distribution Date pursuant to Section
4.02(a)(iv) and the amount of Cumulative Insurance Payments
after giving effect to any such Insured Amount or any such
reimbursement payment to the Insurer;
(xiii)the Pass-Through Rate on each Class of Certificates and the
Weighted Average Net Mortgage Rate;
(xiv) the Prepayment Interest Shortfalls;
(xv) the Overcollateralization Amount and the Required
Overcollateralization Amount following such Distribution
Date;
(xvi) the number and aggregate principal balance of Mortgage Loans
repurchased under Section 4.07;
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(xvii)the aggregate amount of any recoveries on previously
foreclosed loans from Residential Funding due to a breach of
representation or warranty;
(xviiithe weighted average remaining term to maturity of the
Mortgage Loans after giving effect to the amounts distributed
on such Distribution Date; and
(xix) the weighted average Mortgage Rates of the Mortgage Loans
after giving effect to the amounts distributed on such
Distribution Date.
In the case of information furnished pursuant to clauses (i) and (ii) above, the
amounts shall be expressed as a dollar amount per Certificate with a $1,000
denomination. In addition to the statement provided to the Trustee as set forth
in this Section 4.03(a), the Master Servicer shall provide to any manager of a
trust fund consisting of some or all of the Certificates, upon reasonable
request, such additional information as is reasonably obtainable by the Master
Servicer at no additional expense to the Master Servicer.
(b) Within a reasonable period of time after the end of each
calendar year, the Master Servicer shall prepare, or cause to be prepared, and
the Trustee shall forward, or cause to be forwarded, to each Person who at any
time during the calendar year was the Holder of a Certificate, other than a
Class R Certificate, a statement containing the information set forth in clauses
(i) and (ii) of subsection (a) above aggregated for such calendar year or
applicable portion thereof during which such Person was a Certificateholder.
Such obligation of the Master Servicer and Trustee shall be deemed to have been
satisfied to the extent that substantially comparable information shall be
provided by the Master Servicer and Trustee pursuant to any requirements of the
Code.
(c) As soon as reasonably practicable, upon the written request of
any Certificateholder, the Master Servicer shall provide the requesting
Certificateholder with such information as is necessary and appropriate, in the
Master Servicer's sole discretion, for purposes of satisfying applicable
reporting requirements under Rule 144A.
SECTION 4.04. DISTRIBUTION OF REPORTS TO THE TRUSTEE AND THE
DEPOSITOR; ADVANCES BY THE MASTER SERVICER.
(a) Prior to the close of business on the Business Day next
succeeding each Determination Date, the Master Servicer shall furnish a written
statement to the Trustee, the Insurer, any Paying Agent and the Depositor (the
information in such statement to be made available to Certificateholders by the
Master Servicer on request) (provided that the Master Servicer will use its best
efforts to deliver such written statement not later than 12:00 p.m. New York
time on the second Business Day prior to the Distribution Date) setting forth
(i) the Available Distribution Amount, (ii) the amounts required to be withdrawn
from the Custodial Account and deposited into the Certificate Account on the
immediately succeeding Certificate Account Deposit Date pursuant to clause (iii)
of Section 4.01(a), (iii) the Certificate Insurer Premium and, if the Master
Servicer determines that a Deficiency Amount exists for such Distribution Date,
the amount necessary to complete the notice in the form of Exhibit A to the
Policy (the "Notice"), (iv) the amount of Prepayment Interest
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Shortfalls, and (v) to the extent required, a report detailing the Stated
Principal Balance, Mortgage Rate, Modified Mortgage Rate, remaining term to
maturity and Monthly Payment for any Modified Mortgage Loan pursuant to Section
3.13. The determination by the Master Servicer of such amounts shall, in the
absence of obvious error, be presumptively deemed to be correct for all purposes
hereunder and the Trustee shall be protected in relying upon the same without
any independent check or verification.
(b) On or before 2:00 P.M. New York time on each Certificate Account
Deposit Date, the Master Servicer shall either (i) deposit in the Certificate
Account from its own funds, or funds received therefor from the Subservicers, an
amount equal to the Advances to be made by the Master Servicer in respect of the
related Distribution Date, which shall be in an aggregate amount equal to the
aggregate amount of Monthly Payments (with each interest portion thereof
adjusted to a per annum rate equal to the Net Mortgage Rate plus the Certificate
Insurer Premium Modified Rate), less the amount of any related Servicing
Modifications, Debt Service Reductions or reductions in the amount of interest
collectable from the Mortgagor pursuant to the Relief Act or similar legislation
or regulations then in effect, on the Outstanding Mortgage Loans as of the
related Due Date in the related Due Period, which Monthly Payments were due
during the related Due Period and not received as of the close of business as of
the related Determination Date; provided that no Advance shall be made if it
would be a Nonrecoverable Advance, (ii) withdraw from amounts on deposit in the
Custodial Account and deposit in the Certificate Account all or a portion of the
Amount Held for Future Distribution in discharge of any such Advance, or (iii)
make advances in the form of any combination of (i) and (ii) aggregating the
amount of such Advance. Any portion of the Amount Held for Future Distribution
so used shall be replaced by the Master Servicer by deposit in the Certificate
Account on or before 11:00 A.M. New York time on any future Certificate Account
Deposit Date to the extent that funds attributable to the Mortgage Loans that
are available in the Custodial Account for deposit in the Certificate Account on
such Certificate Account Deposit Date shall be less than payments to
Certificateholders required to be made on the following Distribution Date. The
Master Servicer shall be entitled to use any Advance made by a Subservicer as
described in Section 3.07(b) that has been deposited in the Custodial Account on
or before such Distribution Date as part of the Advance made by the Master
Servicer pursuant to this Section 4.04. The Master Servicer shall treat any
Advances with respect to the Simple Interest Mortgage Loans as if the related
Mortgagor had made its Monthly Payment on the related Due Date.
The determination by the Master Servicer that it has made a
Nonrecoverable Advance or that any proposed Advance, if made, would constitute a
Nonrecoverable Advance, shall be evidenced by a certificate of a Servicing
Officer delivered to the Depositor, the Insurer and the Trustee.
In the event that the Master Servicer determines as of the Business
Day preceding any Certificate Account Deposit Date that it will be unable to
deposit in the Certificate Account an amount equal to the Advance required to be
made for the immediately succeeding Distribution Date, it shall give notice to
the Trustee and the Insurer of its inability to advance (such notice may be
given by telecopy), not later than 3:00 P.M., New York time, on such Business
Day, specifying the portion of such amount that it will be unable to deposit.
Not later than 3:00 P.M., New York time, on the Certificate Account Deposit Date
the Trustee shall, unless by 12:00 Noon, New York time, on such
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day the Trustee shall have been notified in writing (by telecopy) that the
Master Servicer shall have directly or indirectly deposited in the Certificate
Account such portion of the amount of the Advance as to which the Master
Servicer shall have given notice pursuant to the preceding sentence, pursuant to
Section 7.01, (a) terminate all of the rights and obligations of the Master
Servicer under this Agreement in accordance with Section 7.01 and (b) assume the
rights and obligations of the Master Servicer hereunder, including the
obligation to deposit in the Certificate Account an amount equal to the Advance
for the immediately succeeding Distribution Date.
The Trustee shall deposit all funds it receives pursuant to this
Section 4.04 into the Certificate Account.
SECTION 4.05. ALLOCATION OF REALIZED LOSSES.
(a) Prior to each Distribution Date, the Master Servicer shall
determine the total amount of Realized Losses, if any, that resulted from any
Cash Liquidation, Servicing Modifications, Debt Service Reduction, Deficient
Valuation or REO Disposition that occurred during the related Prepayment Period
or, in the case of a Servicing Modification that constitutes a reduction of the
interest rate on a Mortgage Loan, the amount of the reduction in the interest
portion of the Monthly Payment due in the month in which such Distribution Date
occurs. The amount of each Realized Loss shall be evidenced by an Officers'
Certificate. All Realized Losses on the Mortgage Loans (other than Excess
Losses) shall be allocated as follows: first, to the Excess Cash Flow as
provided in Section 4.02(a)(iii), to the extent of the Excess Cash Flow for such
Distribution Date; second, in reduction of the Overcollateralization Amount,
until such amount has been reduced to zero; and thereafter, to the extent not
covered by the Policy, to the Class A Certificates, to the extent of Realized
Losses on the Mortgage Loans. Any Excess Losses on the Mortgage Loans, to the
extent NOT COVERED BY THE POLICY, WILL BE ALLOCATED TO THE CLASS A CERTIFICATES,
PRO RATA, based on the Certificate Principal Balances thereof for the related
Distribution Date, in an amount equal to a fraction of such losses equal to (x)
the aggregate Certificate Principal Balance of the Class A Certificates over (y)
the aggregate Stated Principal Balance of the Mortgage Loans, and the remainder
of such losses shall be allocated to the Overcollateralization Amount in
reduction of the amount thereof.
(b) Any allocation of the principal portion of Realized Losses
(other than Debt Service Reductions) to the Class A Certificates shall be made
by reducing the Certificate Principal Balance thereof by the amount so
allocated, which allocation shall be deemed to have occurred on such
Distribution Date. Allocations of the interest portions of Realized Losses shall
be made by operation of the definition of "Accrued Certificate Interest" and by
operation of the provisions of Section 4.02(a). All Realized Losses and all
other losses allocated to a Class of Certificates hereunder will be allocated
among the Certificates of such Class in proportion to the Percentage Interests
evidenced thereby.
(c) (i) All Realized Losses on the Mortgage Loans shall be allocated
on each Distribution Date to the following REMIC I Regular Interests as follows:
any Realized Loss on a Simple Interest Mortgage Loan shall be applied, first, to
reduce the Uncertificated Accrued Interest
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payable to the related REMIC I Regular Interest SI, and shall be applied,
second, to reduce the Uncertificated Principal Balance of the related REMIC I
Regular Interest SI; any Realized Loss on a Mortgage Loan that is not a Simple
Interest Mortgage Loan shall be applied, first, to reduce the Uncertificated
Accrued Interest payable to the REMIC I Regular Interest BT and shall be
applied, second, to reduce the Uncertificated Principal Balance of the REMIC I
Regular Interest BT.
(ii) All Realized Losses on the Mortgage Loans shall be
allocated on each Distribution Date to the following REMIC II Regular Interests
in the specified percentages, as follows: first, to Uncertificated Accrued
Interest payable to the REMIC II Regular Interests LT1 and LT5 up to an
aggregate amount equal to the REMIC II Interest Loss Allocation Amount, 98% and
2%, respectively; second, to the Uncertificated Principal Balances of the REMIC
II Regular Interests LT1 and LT5 up to an aggregate amount equal to the REMIC II
Principal Loss Allocation Amount, 98% and 2%, respectively; third, to the
Uncertificated Principal Balances of REMIC II Regular Interests LT1, LT2 and
LT5, 98%, 1% and 1%, respectively, until the Uncertificated Balance of REMIC II
Regular Interest LT2 has been reduced to zero, fourth, to the Uncertificated
Principal Balances of REMIC II Regular Interests LT1, LT3 and LT5, 98%, 1% and
1%, respectively, until the Uncertificated Balance of REMIC II Regular Interest
LT3 has been reduced to zero; and fifth, to the Uncertificated Principal
Balances of REMIC II Regular Interests LT1, LT4 and LT5, 98%, 1% and 1%,
respectively, until the Uncertificated Balance of REMIC II Regular Interest LT4
has been reduced to zero.
(d) All Realized Losses on the REMIC II Regular Interests shall be
allocated by the Trust Administrator on each Distribution Date among the REMIC
III Regular Interests in the proportion that Realized Losses are allocated to
the related Uncertificated Corresponding Interest.
SECTION 4.06. REPORTS OF FORECLOSURES AND ABANDONMENT OF MORTGAGED
PROPERTY.
The Master Servicer or the Subservicers shall file information
returns with respect to the receipt of mortgage interest received in a trade or
business, the reports of foreclosures and abandonments of any Mortgaged Property
and the informational returns relating to cancellation of indebtedness income
with respect to any Mortgaged Property required by Sections 6050H, 6050J and
6050P of the Code, respectively, and deliver to the Trustee an Officers'
Certificate on or before March 31 of each year stating that such reports have
been filed. Such reports shall be in form and substance sufficient to meet the
reporting requirements imposed by such Sections 6050H, 6050J and 6050P of the
Code.
SECTION 4.07. OPTIONAL PURCHASE OF DEFAULTED MORTGAGE LOANS.
As to any Mortgage Loan which is delinquent in payment by 90 days or
more, the Master Servicer may, at its option, purchase such Mortgage Loan from
the Trustee at the Purchase Price therefor. If at any time the Master Servicer
makes a payment to the Certificate Account covering the amount of the Purchase
Price for such a Mortgage Loan, and the Master Servicer provides to the Trustee
a certification signed by a Servicing Officer stating that the amount of such
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payment has been deposited in the Certificate Account, then the Trustee shall
execute the assignment of such Mortgage Loan at the request of the Master
Servicer without recourse to the Master Servicer which shall succeed to all the
Trustee's right, title and interest in and to such Mortgage Loan, and all
security and documents relative thereto. Such assignment shall be an assignment
outright and not for security. The Master Servicer will thereupon own such
Mortgage, and all such security and documents, free of any further obligation to
the Trustee or the Certificateholders with respect thereto.
SECTION 4.08. THE POLICY.
(a) If pursuant to Section 4.04(a)(iii), the Master Servicer
determines that a Deficiency Amount exists for such Distribution Date, the
Trustee shall complete the Notice and submit such Notice in accordance with the
Policy to the Insurer no later than 12:00 P.M., New York City time, on the
Business Day immediately preceding each Distribution Date, as a claim for an
Insured Amount (provided that the Trustee shall submit such notice on the second
Business Day immediately preceding such Distribution Date if it is able to do
so) in an amount equal to such Deficiency Amount.
(b) The Trustee shall establish and maintain the Insurance Account
on behalf of the Holders of the Class A Certificates. Upon receipt of an Insured
Amount from the Insurer on behalf of the Class A Certificateholders, the Trustee
shall deposit such Insured Amount in the Insurance Account. All amounts on
deposit in the Insurance Account shall remain uninvested. On each Distribution
Date, the Trustee shall transfer any Insured Amount then on deposit in the
Insurance Account to the Certificate Account. The Trustee shall distribute on
each Distribution Date the Deficiency Amount for such Distribution Date from the
Certificate Account, together with the distributions due to the Class A
Certificateholders on such Distribution Date, as follows: (i) the portion of any
such Deficiency Amount related to clauses (i) and (ii) of the definition of
Deficiency Amount shall be distributed among the related Class A
Certificateholders on a pro rata basis in accordance with their respective
shortfalls or allocations of Realized Losses; and (ii) the portion of any such
Deficiency Amount related to clause (iii) of the definition of Deficiency Amount
shall be distributed to the related Class A Certificateholders in accordance
with Section 9.01(c).
(c) The Trustee shall (i) receive as attorney-in-fact of each Class
A Certificateholder any Insured Amount from the Insurer and (ii) distribute such
Insured Amount to such Class A Certificateholders as set forth in subsection (b)
above. Insured Amounts disbursed by the Trustee from proceeds of the Policy
shall not be considered payment by the Trust Fund with respect to the Class A
Certificates, nor shall such disbursement of such Insured Amounts discharge the
obligations of the Trust Fund with respect to the amounts thereof, and the
Insurer shall become owner of such amounts to the extent covered by such Insured
Amounts as the deemed assignee of such Class A Certificateholders. The Trustee
hereby agrees on behalf of each Class A Certificateholder (and each Class A
Certificateholder, by its acceptance of its Class A Certificates, hereby agrees)
for the benefit of the Insurer that the Trustee shall recognize that to the
extent the Insurer pays Insured Amounts, either directly or indirectly (as by
paying through the Trustee), to the Class A Certificateholders, the Insurer will
be entitled to be subrogated to the rights of the Class A Certificateholders to
the extent of such payments.
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ARTICLE V
THE CERTIFICATES
SECTION 5.01. THE CERTIFICATES.
(a) The Class A Certificates, Class SB Certificates and Class R
Certificates shall be substantially in the forms set forth in Exhibits A, B and
D, respectively, and shall, on original issue, be executed and delivered by the
Trustee to the Certificate Registrar for authentication and delivery to or upon
the order of the Depositor upon receipt by the Trustee or one or more Custodians
of the documents specified in Section 2.01. The Class A Certificates shall be
issuable in minimum dollar denominations of $25,000 and integral multiples of $1
in excess thereof. The Class SB Certificates shall be issuable in registered,
certificated form in minimum percentage interests of 5.00% and integral
multiples of 0.01% in excess thereof. Each Class of Class R Certificates shall
be issued in registered, certificated form in minimum percentage interests of
20.00% and integral MULTIPLES OF 0.01% IN EXCESS THEREOF; PROVIDED, HOWEVER,
that one Class R Certificate of each Class will be issuable to the REMIC
Administrator as "tax matters person" pursuant to Section 10.01(c) in a minimum
denomination representing a Percentage Interest of not less than 0.01%.
The Certificates shall be executed by manual or facsimile signature
on behalf of an authorized officer of the Trustee. Certificates bearing the
manual or facsimile signatures of individuals who were at any time the proper
officers of the Trustee shall bind the Trustee, notwithstanding that such
individuals or any of them have ceased to hold such offices prior to the
authentication and delivery of such Certificate or did not hold such offices at
the date of such Certificates. No Certificate shall be entitled to any benefit
under this Agreement, or be valid for any purpose, unless there appears on such
Certificate a certificate of authentication substantially in the form provided
for herein executed by the Certificate Registrar by manual signature, and such
certificate upon any Certificate shall be conclusive evidence, and the only
evidence, that such Certificate has been duly authenticated and delivered
hereunder. All Certificates shall be dated the date of their authentication.
(b) The Class A Certificates shall initially be issued as one or
more Certificates registered in the name of the Depository or its nominee and,
except as provided below, registration of such Certificates may not be
transferred by the Trustee except to another Depository that agrees to hold such
Certificates for the respective Certificate Owners with Ownership Interests
therein. The Certificate Owners shall hold their respective Ownership Interests
in and to each Class A Certificate, through the book-entry facilities of the
Depository and, except as provided below, shall not be entitled to Definitive
Certificates in respect of such Ownership Interests. All transfers by
Certificate Owners of their respective Ownership Interests in the Book-Entry
Certificates shall be made in accordance with the procedures established by the
Depository Participant or brokerage firm representing such Certificate Owner.
Each Depository Participant shall transfer the Ownership Interests only in the
Book-Entry Certificates of Certificate Owners it represents or of brokerage
firms for which it acts as agent in accordance with the Depository's normal
procedures.
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The Trustee, the Master Servicer and the Depositor may for all
purposes (including the making of payments due on the respective Classes of
Book-Entry Certificates) deal with the Depository as the authorized
representative of the Certificate Owners with respect to the respective Classes
of Book-Entry Certificates for the purposes of exercising the rights of
Certificateholders hereunder. The rights of Certificate Owners with respect to
the respective Classes of Book-Entry Certificates shall be limited to those
established by law and agreements between such Certificate Owners and the
Depository Participants and brokerage firms representing such Certificate
Owners. Multiple requests and directions from, and votes of, the Depository as
Holder of any Class of Book-Entry Certificates with respect to any particular
matter shall not be deemed inconsistent if they are made with respect to
different Certificate Owners. The Trustee may establish a reasonable record date
in connection with solicitations of consents from or voting by
Certificateholders and shall give notice to the Depository of such record date.
If (i)(A) the Depositor advises the Trustee in writing that the
Depository is no longer willing or able to properly discharge its
responsibilities as Depository and (B) the Depositor is unable to locate a
qualified successor or (ii) the Depositor at its option advises the Trustee in
writing that it elects to terminate the book-entry system through the
Depository, the Trustee shall notify all Certificate Owners, through the
Depository, of the occurrence of any such event and of the availability of
Definitive Certificates to Certificate Owners requesting the same. Upon
surrender to the Trustee of the Book-Entry Certificates by the Depository,
accompanied by registration instructions from the Depository for registration of
transfer, the Trustee shall issue the Definitive Certificates. Neither the
Depositor, the Master Servicer nor the Trustee shall be liable for any actions
taken by the Depository or its nominee, including, without limitation, any delay
in delivery of such instructions and may conclusively rely on, and shall be
protected in relying on, such instructions. Upon the issuance of Definitive
Certificates all references herein to obligations imposed upon or to be
performed by the Depositor in connection with the issuance of the Definitive
Certificates pursuant to this Section 5.01 shall be deemed to be imposed upon
and performed by the Trustee, and the Trustee and the Master Servicer shall
recognize the Holders of the Definitive Certificates as Certificateholders
hereunder.
SECTION 5.02. REGISTRATION OF TRANSFER AND EXCHANGE OF CERTIFICATES.
(a) The Trustee shall cause to be kept at one of the offices or
agencies to be appointed by the Trustee in accordance with the provisions of
Section 8.12 a Certificate Register in which, subject to such reasonable
regulations as it may prescribe, the Trustee shall provide for the registration
of Certificates and of transfers and exchanges of Certificates as herein
provided. The Trustee is initially appointed Certificate Registrar for the
purpose of registering Certificates and transfers and exchanges of Certificates
as herein provided. The Certificate Registrar, or the Trustee, shall provide the
Master Servicer with a certified list of Certificateholders as of each Record
Date prior to the related Determination Date.
(b) Upon surrender for registration of transfer of any Certificate
at any office or agency of the Trustee maintained for such purpose pursuant to
Section 8.12 and, in the case of any Class SB or R Certificate, upon
satisfaction of the conditions set forth below, the Trustee shall execute and
the Certificate Registrar shall authenticate and deliver, in the name of the
designated
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transferee or transferees, one or more new Certificates of a like Class and
aggregate Percentage Interest.
(c) At the option of the Certificateholders, Certificates may be
exchanged for other Certificates of authorized denominations of a like Class and
aggregate Percentage Interest, upon surrender of the Certificates to be
exchanged at any such office or agency. Whenever any Certificates are so
surrendered for exchange the Trustee shall execute and the Certificate Registrar
shall authenticate and deliver the Certificates of such Class which the
Certificateholder making the exchange is entitled to receive. Every Certificate
presented or surrendered for transfer or exchange shall (if so required by the
Trustee or the Certificate Registrar) be duly endorsed by, or be accompanied by
a written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by, the Holder thereof or his attorney duly
authorized in writing.
(d) No transfer, sale, pledge or other disposition of a Class SB or
Class R Certificate shall be made unless such transfer, sale, pledge or other
disposition is exempt from the registration requirements of the Securities Act
of 1933, as amended (the "1933 Act"), and any applicable state securities laws
or is made in accordance with said Act and laws. Except as otherwise provided in
this Section 5.02(d), in the event that a transfer of a Class SB or Class R
Certificate is to be made, (i) unless the Depositor directs the Trustee
otherwise, the Trustee shall require a written Opinion of Counsel acceptable to
and in form and substance satisfactory to the Trustee and the Depositor that
such transfer may be made pursuant to an exemption, describing the applicable
exemption and the basis therefor, from said Act and laws or is being made
pursuant to said Act and laws, which Opinion of Counsel shall not be an expense
of the Trustee, the Trust Fund, the Depositor or the Master Servicer, and (ii)
the Trustee shall require the transferee to execute a representation letter,
substantially in the form of Exhibit I hereto, and the Trustee shall require the
transferor to execute a representation letter, substantially in the form of
Exhibit J hereto, each acceptable to and in form and substance satisfactory to
the Depositor and the Trustee certifying to the Depositor and the Trustee the
facts surrounding such transfer, which representation letters shall not be an
expense of the Trustee, the Trust Fund, the Depositor or the Master Servicer. In
lieu of the requirements set forth in the preceding sentence, transfers of Class
SB or Class R Certificates may be made in accordance with this Section 5.02(d)
if the prospective transferee of such a Certificate provides the Trustee and the
Master Servicer with an investment letter substantially in the form of Exhibit N
attached hereto, which investment letter shall not be an expense of the Trustee,
the Depositor, or the Master Servicer, and which investment letter states that,
among other things, such transferee (i) is a "qualified institutional buyer" as
defined under Rule 144A, acting for its own account or the accounts of other
"qualified institutional buyers" as defined under Rule 144A, and (ii) is aware
that the proposed transferor intends to rely on the exemption from registration
requirements under the 1933 Act provided by Rule 144A. The Holder of a Class SB
or Class R Certificate desiring to effect any transfer, sale, pledge or other
disposition shall, and does hereby agree to, indemnify the Trustee, the
Depositor, the Master Servicer and the Certificate Registrar against any
liability that may result if the transfer, sale, pledge or other disposition is
not so exempt or is not made in accordance with such federal and state laws and
this Agreement.
(e) In the case of any Class A Certificate presented for
registration in the name of any Person, the prospective transferee shall be
deemed to have represented that such prospective
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transferee is not an employee benefit plan or other plan subject to the
prohibited transaction provisions of ERISA or Section 4975 of the Code, or any
Person (including an insurance company investing its general accounts, an
investment manager, a named fiduciary or a trustee of any such plan) who is
using "plan assets" of any such plan to effect such acquisition. In the case of
any Class SB or Class R Certificate presented for registration in the name of
any Person, either (i) the Trustee shall require an Opinion of Counsel
acceptable to and in form and substance satisfactory to the Trustee, the
Depositor and the Master Servicer to the effect that the purchase or holding of
such Class SB or Class R Certificate is permissible under applicable law, will
not constitute or result in any non-exempt prohibited transaction under Section
406 of ERISA, or Section 4975 of the Code (or comparable provisions of any
subsequent enactments), and will not subject the Trustee, the Depositor or the
Master Servicer to any obligation or liability (including obligations or
liabilities under ERISA or Section 4975 of the Code) in addition to those
undertaken in this Agreement, which Opinion of Counsel shall not be an expense
of the Trustee, the Depositor or the Master Servicer or (ii) the prospective
transferee shall be required to provide the Trustee, the Depositor and the
Master Servicer with a certification to the effect set forth in Exhibit O (with
respect to a Class SB Certificate) or in paragraph fourteen of Exhibit H-1 (with
respect to a Class R Certificate), which the Trustee may rely upon without
further inquiry or investigation, or such other certifications as the Trustee
may deem desirable or necessary in order to establish that such transferee or
the Person in whose name such registration is requested is not an employee
benefit plan or other plan subject to the prohibited transaction provisions of
ERISA or Section 4975 of the Code, or any Person (including an insurance company
investing its general accounts, an investment manager, a named fiduciary or a
trustee of any such plan) who is using "plan assets" of any such plan to effect
such acquisition.
(f) (i) Each Person who has or who acquires any Ownership Interest
in a Class R Certificate shall be deemed by the acceptance or acquisition of
such Ownership Interest to have agreed to be bound by the following provisions
and to have irrevocably authorized the Trustee or its designee under clause
(iii)(A) below to deliver payments to a Person other than such Person and to
negotiate the terms of any mandatory sale under clause (iii)(B) below and to
execute all instruments of transfer and to do all other things necessary in
connection with any such sale. The rights of each Person acquiring any Ownership
Interest in a Class R Certificate are expressly subject to the following
provisions:
(A) Each Person holding or acquiring any Ownership
Interest in a Class R Certificate shall be a
Permitted Transferee and shall promptly notify the
Trustee of any change or impending change in its
status as a Permitted Transferee.
(B) In connection with any proposed Transfer of any
Ownership Interest in a Class R Certificate, the
Trustee shall require delivery to it, and shall
not register the Transfer of any Class R
Certificate until its receipt of, (I) an affidavit
and agreement (a "Transfer Affidavit and
Agreement," in the form attached hereto as Exhibit
H-1) from the proposed Transferee, in form and
substance satisfactory to the Master Servicer,
representing
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and warranting, among other things, that it is a
Permitted Transferee, that it is not acquiring its
Ownership Interest in the Class R Certificate that
is the subject of the proposed Transfer as a
nominee, trustee or agent for any Person who is
not a Permitted Transferee, that for so long as it
retains its Ownership Interest in a Class R
Certificate, it will endeavor to remain a
Permitted Transferee, and that it has reviewed the
provisions of this Section 5.02(f) and agrees to
be bound by them, and (II) a certificate, in the
form attached hereto as Exhibit H-2, from the
Holder wishing to transfer the Class R
Certificate, in form and substance satisfactory to
the Master Servicer, representing and warranting,
among other things, that no purpose of the
proposed Transfer is to impede the assessment or
collection of tax.
(C) Notwithstanding the delivery of a Transfer
Affidavit and Agreement by a proposed Transferee
under clause (B) above, if a Responsible Officer
of the Trustee who is assigned to this Agreement
has actual knowledge that the proposed Transferee
is not a Permitted Transferee, no Transfer of an
Ownership Interest in a Class R Certificate to
such proposed Transferee shall be effected.
(D) Each Person holding or acquiring any Ownership
Interest in a Class R Certificate shall agree (x)
to require a Transfer Affidavit and Agreement from
any other Person to whom such Person attempts to
transfer its Ownership Interest in a Class R
Certificate and (y) not to transfer its Ownership
Interest unless it provides a certificate to the
Trustee in the form attached hereto as Exhibit
H-2.
(E) Each Person holding or acquiring an Ownership Interest
in a Class R Certificate, by purchasing an Ownership
Interest in such Certificate, agrees to give the
Trustee written notice that it is a "pass-through
interest holder" within the meaning of Temporary
Treasury Regulations Section 1.67-3T(a)(2)(i)(A)
immediately upon acquiring an Ownership Interest in a
Class R Certificate, if it is, or is holding an
Ownership Interest in a Class R Certificate on behalf
of, a "pass-through interest holder."
(i) The Trustee will register the Transfer of any Class R
Certificate only if it shall have received the Transfer Affidavit and
Agreement, a certificate of the Holder requesting such transfer in the
form attached hereto as Exhibit H-2 and all of such other documents as
shall have been reasonably required by the Trustee as a condition to such
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registration. Transfers of the Class R Certificates to Non-United States
Persons and Disqualified Organizations (as defined in Section 860E(e)(5)
of the Code) are prohibited.
(A) If any Disqualified Organization shall become a holder
of a Class R Certificate, then the last preceding
Permitted Transferee shall be restored, to the extent
permitted by law, to all rights and obligations as
Holder thereof retroactive to the date of registration
of such Transfer of such Class R Certificate. If a
Non-United States Person shall become a holder of a
Class R Certificate, then the last preceding United
States Person shall be restored, to the extent
permitted by law, to all rights and obligations as
Holder thereof retroactive to the date of registration
of such Transfer of such Class R Certificate. If a
transfer of a Class R Certificate is disregarded
pursuant to the provisions of Treasury Regulations
Section 1.860E-1 or Section 1.860G-3, then the last
preceding Permitted Transferee shall be restored, to
the extent permitted by law, to all rights and
obligations as Holder thereof retroactive to the date
of registration of such Transfer of such Class R
Certificate. The Trustee shall be under no liability to
any Person for any registration of Transfer of a Class
R Certificate that is in fact not permitted by this
Section 5.02(f) or for making any payments due on such
Certificate to the holder thereof or for taking any
other action with respect to such holder under the
provisions of this Agreement.
(B) If any purported Transferee shall become a Holder of a
Class R Certificate in violation of the restrictions in
this Section 5.02(f) and to the extent that the
retroactive restoration of the rights of the Holder of
such Class R Certificate as described in clause
(iii)(A) above shall be invalid, illegal or
unenforceable, then the Master Servicer shall have the
right, without notice to the holder or any prior holder
of such Class R Certificate, to sell such Class R
Certificate to a purchaser selected by the Master
Servicer on such terms as the Master Servicer may
choose. Such purported Transferee shall promptly
endorse and deliver each Class R Certificate in
accordance with the instructions of the Master
Servicer. Such purchaser may be the Master Servicer
itself or any Affiliate of the Master Servicer. The
proceeds of such sale, net of the commissions (which
may include commissions payable to the Master Servicer
or its Affiliates), expenses and taxes due, if any,
will be remitted by the Master Servicer to such
purported Transferee. The terms and conditions of any
sale under this
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clause (iii)(B) shall be determined in the sole
discretion of the Master Servicer, and the Master
Servicer shall not be liable to any Person having
an Ownership Interest in a Class R Certificate as
a result of its exercise of such discretion.
(ii) The Master Servicer, on behalf of the Trustee, shall make
available, upon written request from the Trustee, all information
necessary to compute any tax imposed (A) as a result of the Transfer of an
Ownership Interest in a Class R Certificate to any Person who is a
Disqualified Organization, including the information regarding "excess
inclusions" of such Class R Certificates required to be provided to the
Internal Revenue Service and certain Persons as described in Treasury
Regulations Sections 1.860D-1(b)(5) and 1.860E- 2(a)(5), and (B) as a
result of any regulated investment company, real estate investment trust,
common trust fund, partnership, trust, estate or organization described in
Section 1381 of the Code that holds an Ownership Interest in a Class R
Certificate having as among its record holders at any time any Person who
is a Disqualified Organization. Reasonable compensation for providing such
information may be required by the Master Servicer from such Person.
(iii) The provisions of this Section 5.02(f) set forth prior
to this clause (v) may be modified, added to or eliminated, provided that
there shall have been delivered to the Trustee the following:
(A) Written consent of the Insurer and written notification
from each Rating Agency to the effect that the
modification, addition to or elimination of such
provisions will not cause such Rating Agency to
downgrade its then-current ratings, if any, of the
Class A Certificates below the lower of the
then-current rating or the rating assigned to such
Certificates as of the Closing Date by such Rating
Agency; and
(B) a certificate of the Master Servicer stating that the
Master Servicer has received an Opinion of Counsel, in
form and substance satisfactory to the Master Servicer,
to the effect that such modification, addition to or
absence of such provisions will not cause any of REMIC
I, REMIC II, REMIC III or REMIC IV to cease to qualify
as a REMIC and will not cause (x) any of REMIC I, REMIC
II, REMIC III or REMIC IV to be subject to an
entity-level tax caused by the Transfer of any Class R
Certificate to a Person that is a Disqualified
Organization or (y) a Certificateholder or another
Person to be subject to a REMIC-related tax caused by
the Transfer of a Class R Certificate to a Person that
is not a Permitted Transferee.
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(g) No service charge shall be made for any transfer or exchange of
Certificates of any Class, but the Trustee may require payment of a sum
sufficient to cover any tax or governmental charge that may be imposed in
connection with any transfer or exchange of Certificates.
(h) All Certificates surrendered for transfer and exchange shall be
destroyed by the Certificate Registrar.
SECTION 5.03. MUTILATED, DESTROYED, LOST OR STOLEN CERTIFICATES.
If (i) any mutilated Certificate is surrendered to the Certificate
Registrar, or the Trustee and the Certificate Registrar receive evidence to
their satisfaction of the destruction, loss or theft of any Certificate, and
(ii) there is delivered to the Trustee and the Certificate Registrar such
security or indemnity as may be required by them to save each of them harmless,
then, in the absence of notice to the Trustee or the Certificate Registrar that
such Certificate has been acquired by a bona fide purchaser, the Trustee shall
execute and the Certificate Registrar shall authenticate and deliver, in
exchange for or in lieu of any such mutilated, destroyed, lost or stolen
Certificate, a new Certificate of like tenor, Class and Percentage Interest but
bearing a number not contemporaneously outstanding. Upon the issuance of any new
Certificate under this Section, the Trustee may require the payment of a sum
sufficient to cover any tax or other governmental charge that may be imposed in
relation thereto and any other expenses (including the fees and expenses of the
Trustee and the Certificate Registrar) connected therewith. Any duplicate
Certificate issued pursuant to this Section shall constitute complete and
indefeasible evidence of ownership in the Trust Fund, as if originally issued,
whether or not the lost, stolen or destroyed Certificate shall be found at any
time.
SECTION 5.04. PERSONS DEEMED OWNERS.
Prior to due presentation of a Certificate for registration of
transfer, the Depositor, the Master Servicer, the Insurer, the Trustee, the
Certificate Registrar and any agent of the Depositor, the Master Servicer, the
Insurer, the Trustee or the Certificate Registrar may treat the Person in whose
name any Certificate is registered as the owner of such Certificate for the
purpose of receiving distributions pursuant to Section 4.02 and for all other
purposes whatsoever, except as and to the extent provided in the definition of
"Certificateholder" and in Section 4.08, and neither the Depositor, the Master
Servicer, the Insurer, the Trustee, the Certificate Registrar nor any agent of
the Depositor, the Master Servicer, the Trustee or the Certificate Registrar
shall be affected by notice to the contrary except as provided in Section
5.02(f).
SECTION 5.05. APPOINTMENT OF PAYING AGENT.
The Trustee may, with the consent of the Insurer (so long as no
Insurer Default exists), which consent shall not be unreasonably withheld,
appoint a Paying Agent for the purpose of making distributions to
Certificateholders pursuant to Section 4.02. In the event of any such
appointment, on or prior to each Distribution Date the Master Servicer on behalf
of the Trustee shall deposit or cause to be deposited with the Paying Agent a
sum sufficient to make the payments to
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Certificateholders in the amounts and in the manner provided for in Section 4.02
and 4.03, such sum to be held in trust for the benefit of Certificateholders.
The Trustee shall cause each Paying Agent to execute and deliver to
the Trustee an instrument in which such Paying Agent shall agree with the
Trustee that such Paying Agent will hold all sums held by it for the payment to
Certificateholders in trust for the benefit of the Certificateholders entitled
thereto until such sums shall be paid to such Certificateholders. Any sums so
held by such Paying Agent shall be held only in Eligible Accounts to the extent
such sums are not distributed to the Certificateholders on the date of receipt
by such Paying Agent.
SECTION 5.06. OPTIONAL PURCHASE OF CERTIFICATES.
(a) On any Distribution Date on or after the Optional Termination
Date, the Master Servicer shall have the right, at its option, to purchase the
Class A Certificates in whole, but not in part, at a price equal to the sum of
the outstanding Certificate Principal Balance of such Certificates plus the sum
of one month's Accrued Certificate Interest thereon, any previously unpaid
Accrued Certificate Interest (including any unpaid Prepayment Interest
Shortfall), and accrued interest thereon.
(b) The Master Servicer shall give the Trustee not less than 60
days' prior notice of the Distribution Date on which the Master Servicer
anticipates that it will purchase the related Certificates pursuant to Section
5.06(a). Notice of any such purchase, specifying the Distribution Date upon
which the Holders may surrender their Certificates to the Trustee for payment in
accordance with this Section 5.06, shall be given promptly by the Master
Servicer by letter to Certificateholders (with a copy to the Certificate
Registrar, the Insurer and each Rating Agency) mailed not earlier than the 15th
day and not later than the 25th day of the month next preceding the month of
such final distribution specifying:
(i) the Distribution Date upon which purchase of the related
Certificates is anticipated to be made upon presentation and surrender of
such Certificates at the office or agency of the Trustee therein
designated,
(ii) the purchase price therefor, if known, and
(iii) that the Record Date otherwise applicable to such
Distribution Date is not applicable, payments being made only upon
presentation and surrender of the Certificates at the office or agency of
the Trustee therein specified.
If the Master Servicer gives the notice specified above, the Master Servicer
shall deposit in the Certificate Account before the Distribution Date on which
the purchase pursuant to Section 5.06(a) is to be made, in immediately available
funds, an amount equal to the purchase price for the Certificates computed as
provided above.
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(c) Upon presentation and surrender of the Certificates to be
purchased pursuant to Section 5.06(a) by the Holders thereof, the Trustee shall
distribute to such Holders an amount equal to the outstanding Certificate
Principal Balance thereof plus one month's Accrued Certificate Interest thereon
and any previously unpaid Accrued Certificate Interest with respect thereto.
(d) In the event that any Certificateholders do not surrender their
Certificates on or before the Distribution Date on which a purchase pursuant to
this Section 5.06 is to be made, the Trustee shall on such date cause all funds
in the Certificate Account deposited therein by the Master Servicer pursuant to
Section 5.06(b) to be withdrawn therefrom and deposited in a separate escrow
account for the benefit of such Certificateholders, and the Master Servicer
shall give a second written notice to such Certificateholders to surrender their
Certificates for payment of the purchase price therefor. If within six months
after the second notice any Certificate shall not have been surrendered for
cancellation, the Trustee shall take appropriate steps as directed by the Master
Servicer to contact the Holders of such Certificates concerning surrender of
their Certificates. The costs and expenses of maintaining the escrow account and
of contacting Certificateholders shall be paid out of the assets which remain in
the escrow account. If within nine months after the second notice any
Certificates shall not have been surrendered for cancellation in accordance with
this Section 5.06, the Trustee shall pay to the Master Servicer all amounts
distributable to the Holders thereof and the Master Servicer shall thereafter
hold such amounts until distributed to such Holders. No interest shall accrue or
be payable to any Certificateholder on any amount held in the escrow account or
by the Master Servicer as a result of such Certificateholder's failure to
surrender its Certificate(s) for payment in accordance with this Section 5.06.
Any Certificate that is not surrendered on the Distribution Date on which a
purchase pursuant to this Section 5.06 occurs as provided above will be deemed
to have been purchased and the Holder as of such date will have no rights with
respect thereto except to receive the purchase price therefor minus any costs
and expenses associated with such escrow account and notices allocated thereto.
Any Certificates so purchased or deemed to have been purchased on such
Distribution Date shall remain outstanding hereunder. The Master Servicer shall
be for all purposes the Holder thereof as of such date subject to any rights of
the Insurer hereunder with respect thereto.
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ARTICLE VI
THE DEPOSITOR AND THE MASTER SERVICER
SECTION 6.01. RESPECTIVE LIABILITIES OF THE DEPOSITOR AND THE MASTER
SERVICER.
The Depositor and the Master Servicer shall each be liable in
accordance herewith only to the extent of the obligations specifically and
respectively imposed upon and undertaken by the Depositor and the Master
Servicer herein. By way of illustration and not limitation, the Depositor is not
liable for the servicing and administration of the Mortgage Loans, nor is it
obligated by Section 7.01 or 10.01 to assume any obligations of the Master
Servicer or to appoint a designee to assume such obligations, nor is it liable
for any other obligation hereunder that it may, but is not obligated to, assume
unless it elects to assume such obligation in accordance herewith.
SECTION 6.02. MERGER OR CONSOLIDATION OF THE DEPOSITOR OR THE MASTER
SERVICER; ASSIGNMENT OF RIGHTS AND DELEGATION OF DUTIES BY MASTER
SERVICER.
(a) The Depositor and the Master Servicer will each keep in full
effect its existence, rights and franchises as a corporation under the laws of
the state of its incorporation, and will each obtain and preserve its
qualification to do business as a foreign corporation in each jurisdiction in
which such qualification is or shall be necessary to protect the validity and
enforceability of this Agreement, the Certificates or any of the Mortgage Loans
and to perform its respective duties under this Agreement.
(b) Any Person into which the Depositor or the Master Servicer may
be merged or consolidated, or any corporation resulting from any merger or
consolidation to which the Depositor or the Master Servicer shall be a party, or
any Person succeeding to the business of the Depositor or the Master Servicer,
shall be the successor of the Depositor or the Master Servicer, as the case may
be, hereunder, without the execution or filing of any paper or any further act
on the part OF ANY OF THE PARTIES HERETO, ANYTHING HEREIN TO THE CONTRARY
NOTWITHSTANDING; PROVIDED, HOWEVER, that the successor or surviving Person to
the Master Servicer shall be qualified to service mortgage loans on behalf of
Fannie Mae or Freddie Mac; and provided further that each Rating Agency's
ratings, if any, of the Class A Certificates without taking into account the
Policy in effect immediately prior to such merger or consolidation will not be
qualified, reduced or withdrawn as a result thereof (as evidenced by a letter to
such effect from each Rating Agency).
(c) Notwithstanding anything else in this Section 6.02 and Section
6.04 to the contrary, the Master Servicer may assign its rights and delegate its
duties and obligations under this Agreement; provided that the Person accepting
such assignment or delegation shall be a Person which is qualified to service
mortgage loans on behalf of Fannie Mae or Freddie Mac, is reasonably
satisfactory to the Trustee, the Insurer and the Depositor, is willing to
service the Mortgage Loans
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and executes and delivers to the Depositor, the Insurer and the Trustee an
agreement, in form and substance reasonably satisfactory to the Depositor, the
Insurer and the Trustee, which contains an assumption by such Person of the due
and punctual performance and observance of each covenant and condition to be
performed or observed by the Master Servicer under this Agreement; provided
further that each Rating Agency's rating of the Classes of Certificates (without
taking into account the Policy) that have been rated in effect immediately prior
to such assignment and delegation will not be qualified, reduced or withdrawn as
a result of such assignment and delegation (as evidenced by a letter to such
effect from each Rating Agency). In the case of any such assignment and
delegation, the Master Servicer shall be released from its obligations under
this Agreement, except that the Master Servicer shall remain liable for all
liabilities and obligations incurred by it as Master Servicer hereunder prior to
the satisfaction of the conditions to such assignment and delegation set forth
in the next preceding sentence.
SECTION 6.03. LIMITATION ON LIABILITY OF THE DEPOSITOR, THE MASTER SERVICER
AND OTHERS.
Neither the Depositor, the Master Servicer nor any of the directors,
officers, employees or agents of the Depositor or the Master Servicer shall be
under any liability to the Trust Fund or the Certificateholders for any action
taken or for refraining from the taking of any action in GOOD FAITH PURSUANT TO
THIS AGREEMENT, OR FOR ERRORS IN JUDGMENT; PROVIDED, HOWEVER, that this
provision shall not protect the Depositor, the Master Servicer or any such
Person against any breach of warranties or representations made herein or any
liability which would otherwise be imposed by reason of willful misfeasance, bad
faith or gross negligence in the performance of duties or by reason of reckless
disregard of obligations and duties hereunder. The Depositor, the Master
Servicer and any director, officer, employee or agent of the Depositor or the
Master Servicer may rely in good faith on any document of any kind prima facie
properly executed and submitted by any Person respecting any matters arising
hereunder. The Depositor, the Master Servicer and any director, officer,
employee or agent of the Depositor or the Master Servicer shall be indemnified
by the Trust Fund and held harmless against any loss, liability or expense
incurred in connection with any legal action relating to this Agreement or the
Certificates, other than any loss, liability or expense related to any specific
Mortgage Loan or Mortgage Loans (except as any such loss, liability or expense
shall be otherwise reimbursable pursuant to this Agreement) and any loss,
liability or expense incurred by reason of willful misfeasance, bad faith or
gross negligence in the performance of duties hereunder or by reason of reckless
disregard of obligations and duties hereunder.
Neither the Depositor nor the Master Servicer shall be under any
obligation to appear in, prosecute or defend any legal or administrative action,
proceeding, hearing or examination that is not incidental to its respective
duties under this Agreement and which in its opinion may involve IT IN ANY
EXPENSE OR LIABILITY; PROVIDED, HOWEVER, that the Depositor or the Master
Servicer may in its discretion undertake any such action, proceeding, hearing or
examination that it may deem necessary or desirable in respect to this Agreement
and the rights and duties of the parties hereto and the interests of the
Certificateholders hereunder. In such event, the legal expenses and costs of
such action, proceeding, hearing or examination and any liability resulting
therefrom shall be expenses, costs and liabilities of the Trust Fund, and the
Depositor and the Master Servicer shall be entitled to be reimbursed therefor
out of amounts attributable to the Mortgage Loans on deposit in the
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Custodial Account as provided by Section 3.10 and, on the Distribution Date(s)
following such reimbursement, the aggregate of such expenses and costs shall be
allocated in reduction of the Accrued Certificate Interest on each Class
entitled thereto in the same manner as if such expenses and costs constituted a
Prepayment Interest Shortfall.
SECTION 6.04. DEPOSITOR AND MASTER SERVICER NOT TO RESIGN.
Subject to the provisions of Section 6.02, neither the Depositor nor
the Master Servicer shall resign from its respective obligations and duties
hereby imposed on it except upon determination that its duties hereunder are no
longer permissible under applicable law. Any such determination permitting the
resignation of the Depositor or the Master Servicer shall be evidenced by an
Opinion of Counsel (at the expense of the resigning party) to such effect
delivered to the Trustee and the Insurer. No such resignation by the Master
Servicer shall become effective until the Trustee or a successor servicer shall
have assumed the Master Servicer's responsibilities and obligations in
accordance with Section 7.02.
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ARTICLE VII
DEFAULT
SECTION 7.01. EVENTS OF DEFAULT.
Event of Default, wherever used herein, means any one of the
following events (whatever reason for such Event of Default and whether it shall
be voluntary or involuntary or be effected by operation of law or pursuant to
any judgment, decree or order of any court or any order, rule or regulation of
any administrative or governmental body):
(i) the Master Servicer shall fail to distribute or cause to be
distributed to Holders of Certificates of any Class any distribution
required to be made under the terms of the Certificates of such Class
and this Agreement and, in either case, such failure shall continue
unremedied for a period of 5 days after the date upon which written
notice of such failure, requiring such failure to be remedied, shall
have been given to the Master Servicer by the Trustee, the Insurer or
the Depositor or to the Master Servicer, the Depositor and the Trustee
by the Holders of Certificates of such Class evidencing Percentage
Interests aggregating not less than 25%; or
(ii) the Master Servicer shall fail to observe or perform in any material
respect any other of the covenants or agreements on the part of the
Master Servicer contained in the Certificates of any Class or in this
Agreement and such failure shall continue unremedied for a period of
30 days (except that such number of days shall be 15 in the case of a
failure to pay the premium for any Required Insurance Policy) after
the date on which written notice of such failure, requiring the same
to be remedied, shall have been given to the Master Servicer by the
Trustee, the Insurer or the Depositor, or to the Master Servicer, the
Depositor and the Trustee by the Holders of Certificates of any Class
evidencing, as to such Class, Percentage Interests aggregating not
less than 25%; or
(iii)a decree or order of a court or agency or supervisory authority
having jurisdiction in the premises in an involuntary case under any
present or future federal or state bankruptcy, insolvency or similar
law or appointing a conservator or receiver or liquidator in any
insolvency, readjustment of debt, marshalling of assets and
liabilities or similar proceedings, or for the winding-up or
liquidation of its affairs, shall have been entered against the Master
Servicer and such decree or order shall have remained in force
undischarged or unstayed for a period of 60 days; or
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(iv) the Master Servicer shall consent to the appointment of a
conservator or receiver or liquidator in any insolvency,
readjustment of debt, marshalling of assets and liabilities,
or similar proceedings of, or relating to, the Master Servicer
or of, or relating to, all or substantially all of the
property of the Master Servicer; or
(v) the Master Servicer shall admit in writing its inability to
pay its debts generally as they become due, file a petition to
take advantage of, or commence a voluntary case under, any
applicable insolvency or reorganization statute, make an
assignment for the benefit of its creditors, or voluntarily
suspend payment of its obligations; or
(vi) the Master Servicer shall notify the Trustee pursuant to
Section 4.04(b) that it is unable to deposit in the
Certificate Account an amount equal to the Advance.
If an Event of Default described in clauses (i)-(v) of this Section
shall occur, then, and in each and every such case, so long as such Event of
Default shall not have been remedied, either the Depositor or the Trustee shall
at the direction of the Insurer (unless an Insurance Default is continuing) or
at the direction of Holders of Certificates entitled to at least 51% of the
Voting Rights (which Voting Rights of the Class A Certificateholders may be
exercised by the Insurer without the consent of such Holders and may only be
exercised by such Holders with the prior written consent of the Insurer so long
as there does not exist a failure by the Insurer to make a required payment
under the Policy), by notice in writing to the Master Servicer (and to the
Depositor and the Insurer if given by the Trustee or to the Trustee and the
Insurer if given by the Depositor), terminate all of the rights and obligations
of the Master Servicer under this Agreement and in and to the Mortgage Loans and
the proceeds thereof, other than its rights as a Certificateholder hereunder;
provided, however, that unless an Insurer Default is continuing the successor to
the Master Servicer appointed pursuant to Section 7.02 shall be acceptable to
the Insurer and shall have accepted the duties of Master Servicer effective upon
the resignation of the Master Servicer. If an Event of Default described in
clause (vi) hereof shall occur, the Trustee with the consent of the Insurer
shall, by notice to the Master Servicer, the Insurer and the Depositor,
immediately terminate all of the rights and obligations of the Master Servicer
under this Agreement and in and to the Mortgage Loans and the proceeds thereof,
other than its rights as a Certificateholder hereunder as provided in Section
4.04(b). On or after the receipt by the Master Servicer of such written notice,
all authority and power of the Master Servicer under this Agreement, whether
with respect to the Certificates (other than as a Holder thereof) or the
Mortgage Loans or otherwise, shall subject to Section 7.02 pass to and be vested
in the Trustee or the Trustee's designee appointed pursuant to Section 7.02;
and, without limitation, the Trustee is hereby authorized and empowered to
execute and deliver, on behalf of the Master Servicer, as attorney-in-fact or
otherwise, any and all documents and other instruments, and to do or accomplish
all other acts or things necessary or appropriate to effect the purposes of such
notice of termination, whether to complete the transfer and endorsement or
assignment of the Mortgage Loans and related documents, or otherwise. The Master
Servicer agrees to cooperate with the Trustee in effecting the termination of
the Master Servicer's responsibilities and rights hereunder, including, without
limitation, the transfer to the Trustee or its designee for administration by it
of
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all cash amounts which shall at the time be credited to the Custodial Account or
the Certificate Account or thereafter be received with respect to the Mortgage
Loans. No such termination shall release the Master Servicer for any liability
that it would otherwise have hereunder for any act or omission prior to the
effective time of such termination.
Notwithstanding any termination of the activities of Residential
Funding in its capacity as Master Servicer hereunder, Residential Funding shall
be entitled to receive, out of any late collection of a Monthly Payment on a
Mortgage Loan which was due prior to the notice terminating Residential
Funding's rights and obligations as Master Servicer hereunder and received after
such notice, that portion to which Residential Funding would have been entitled
pursuant to Sections 3.10(a)(ii), (vi) and (vii) as well as its Servicing Fee in
respect thereof, and any other amounts payable to Residential Funding hereunder
the entitlement to which arose prior to the termination of its activities
hereunder. Upon the termination of Residential Funding as Master Servicer
hereunder the Depositor shall deliver to the Trustee a copy of the Program Guide
and upon the request of the Insurer, a copy of the Program Guide to the Insurer.
SECTION 7.02. TRUSTEE OR DEPOSITOR TO ACT; APPOINTMENT OF SUCCESSOR.
On and after the time the Master Servicer receives a notice of
termination pursuant to Section 7.01 or resigns in accordance with Section 6.04,
the Insurer may appoint a successor Master Servicer and if the Insurer fails to
do so within 30 days, the Trustee or, upon notice to the Insurer and the
Depositor and with the Depositor's and the Insurer's consent (which shall not be
unreasonably withheld) a designee (which meets the standards set forth below) of
the Trustee, shall be the successor in all respects to the Master Servicer in
its capacity as servicer under this Agreement and the transactions set forth or
provided for herein and shall be subject to all the responsibilities, duties and
liabilities relating thereto placed on the Master Servicer (except for the
responsibilities, duties and liabilities contained in Sections 2.02 and 2.03(a),
excluding the duty to notify related Subservicers as set forth in such Sections,
and its obligations to deposit amounts in respect of losses incurred prior to
such notice or termination on the investment of funds in the Custodial Account
or the Certificate Account pursuant to Sections 3.07(c) and 4.01(c) by the terms
and provisions hereof); PROVIDED, HOWEVER, that any failure to perform such
duties or responsibilities caused by the preceding Master Servicer's failure to
provide information required by Section 4.04 shall not be considered a default
by the Trustee hereunder. As compensation therefor, the Trustee shall be
entitled to all funds relating to the Mortgage Loans which the Master Servicer
would have been entitled to charge to the Custodial Account or the Certificate
Account if the Master Servicer had continued to act hereunder and, in addition,
shall be entitled to the income from any Permitted Investments made with amounts
attributable to the Mortgage Loans held in the Custodial Account or the
Certificate Account. If the Trustee has become the successor to the Master
Servicer in accordance with Section 6.04 or Section 7.01, then notwithstanding
the above, the Insurer may appoint a successor Master Servicer and if the
Insurer fails to do so within 30 days, the Trustee may, if it shall be unwilling
to so act, or shall, if it is unable to so act, appoint, or petition a court of
competent jurisdiction to appoint, any established housing and home finance
institution, which is also a Fannie Mae- or Freddie Mac-approved mortgage
servicing institution, having a net worth of not less than $10,000,000 as the
successor to the Master Servicer hereunder in the assumption of all or any part
of the responsibilities, duties or liabilities of the Master Servicer hereunder.
Pending appointment of a successor to the Master
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Servicer hereunder, the Trustee shall become successor to the Master Servicer
and shall act in such capacity as hereinabove provided. In connection with such
appointment and assumption, the Trustee may make such arrangements for the
compensation of such successor out of payments on Mortgage LOANS AS IT AND SUCH
SUCCESSOR SHALL AGREE; PROVIDED, HOWEVER, that no such compensation shall be in
excess of that permitted the initial Master Servicer hereunder. The Depositor,
the Trustee, the Custodian and such successor shall take such action, consistent
with this Agreement, as shall be necessary to effectuate any such succession.
The Servicing Fee for any successor Master Servicer appointed pursuant to this
Section 7.02 will be lowered with respect to those Mortgage Loans, if any, where
the Subservicing Fee accrues at a rate of less than 0.50% per annum in the event
that the successor Master Servicer is not servicing such Mortgage Loans directly
and it is necessary to raise the related Subservicing Fee to a rate of 0.50% per
annum in order to hire a Subservicer with respect to such Mortgage Loans.
SECTION 7.03. NOTIFICATION TO CERTIFICATEHOLDERS.
(a) Upon any such termination or appointment of a successor to the
Master Servicer, the Trustee shall give prompt written notice thereof to the
Insurer and to the Certificateholders at their respective addresses appearing in
the Certificate Register.
(b) Within 60 days after the occurrence of any Event of Default, the
Trustee shall transmit by mail to all Holders of Certificates and the Insurer
notice of each such Event of Default hereunder known to the Trustee, unless such
Event of Default shall have been cured or waived as provided in Section 7.04
hereof.
SECTION 7.04. WAIVER OF EVENTS OF DEFAULT.
The Insurer or the Holders representing at least 66% of the Voting
Rights of Certificates affected by a default or Event of Default hereunder may
waive any default or Event of Default, with the written consent of the Insurer,
which consent shall not be unreasonably withheld; PROVIDED, HOWEVER, that (a) a
default or Event of Default under clause (i) of Section 7.01 may be waived with
the written consent of the Insurer, only by all of the Holders of Certificates
affected by such default or Event of Default (which Voting Rights of the Class A
Certificateholders may be exercised by the Insurer without the consent of such
Holders and may only be exercised by such Holders with the prior written consent
of the Insurer so long as there does not exist a failure by the Insurer to make
a required payment under the Policy) and (b) no waiver pursuant to this Section
7.04 shall affect the Holders of Certificates in the manner set forth in Section
11.01(b)(i), (ii) or (iii). Upon any such waiver of a default or Event of
Default by the Insurer or the Holders representing the requisite percentage of
Voting Rights of Certificates affected by such default or Event of Default with
the consent of the Insurer, which consent shall not be unreasonably withheld,
such default or Event of Default shall cease to exist and shall be deemed to
have been remedied for every purpose hereunder. No such waiver shall extend to
any subsequent or other default or Event of Default or impair any right
consequent thereon except to the extent expressly so waived.
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SECTION 7.05. SERVICING TRIGGER; REMOVAL OF MASTER SERVICER.
(a) Upon determination by the Insurer that a Servicing Trigger has
occurred, the Insurer shall give notice of such Servicing Trigger to the Master
Servicer, the Depositor, the Trustee and to each Rating Agency.
(b) At any time after such determination and while a Servicing
Trigger is continuing, the Insurer may direct the Trustee to remove the Master
Servicer if the Insurer makes a determination that the manner of master
servicing was a factor contributing to the size of the delinquencies or losses
incurred in the Trust Fund.
(c) Upon receipt of directions to remove the Master Servicer
pursuant to the preceding clause (b), the Trustee shall notify the Master
Servicer that it has been terminated and the Master Servicer shall be terminated
in the same manner as specified in Sections 7.01 and 7.02.
(d) After notice of occurrence of a Servicing Trigger has been given
and while a Servicing Trigger is continuing, until and unless the Master
Servicer has been removed as provided in clause (b), the Master Servicer
covenants and agrees to act as the Master Servicer for a term from the
occurrence of the Servicing Trigger to the end of the calendar quarter in which
such Servicing Trigger occurs, which term may at the Insurer's discretion be
extended by notice to the Trustee for successive terms of three (3) calendar
months each, until the termination of the Trust Fund. The Master Servicer will,
upon the receipt of each such notice of extension (a "Master Servicer Extension
Notice") become bound for the duration of the term covered by such Master
Servicer Extension Notice to continue as Master Servicer subject to and in
accordance with this Agreement. If, as of the fifteenth (15th) day prior to the
last day of any term as the Master Servicer, the Trustee shall not have received
any Master Servicer Extension Notice from the Insurer, the Trustee shall, within
five (5) days thereafter, give written notice of such nonreceipt to the Insurer
and the Master Servicer. If any such term expires without a Master Servicer
Extension Notice then the Trustee shall act as Master Servicer as provided in
Section 7.02.
(e) No provision of this Section 7.05 shall have the effect of
limiting the rights of the Depositor, the Trustee, the Certificateholders or the
Insurer under Section 7.01.
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ARTICLE VIII
CONCERNING THE TRUSTEE
SECTION 8.01. DUTIES OF TRUSTEE.
(a) The Trustee, prior to the occurrence of an Event of Default and
after the curing of all Events of Default which may have occurred, undertakes to
perform such duties and only such duties as are specifically set forth in this
Agreement. In case an Event of Default has occurred (which has not been cured or
waived), the Trustee shall exercise such of the rights and powers vested in it
by this Agreement, and use the same degree of care and skill in their exercise
as a prudent investor would exercise or use under the circumstances in the
conduct of such investor's own affairs.
(b) The Trustee, upon receipt of all resolutions, certificates,
statements, opinions, reports, documents, orders or other instruments furnished
to the Trustee which are specifically required to be furnished pursuant to any
provision of this Agreement, shall examine them to determine whether they
conform to the requirements of this Agreement. The Trustee shall notify the
Insurer and the Certificateholders of any such documents which do not materially
conform to the requirements of this Agreement in the event that the Trustee,
after so requesting, does not receive satisfactorily corrected documents.
The Trustee shall forward or cause to be forwarded in a timely
fashion the notices, reports and statements required to be forwarded by the
Trustee pursuant to Sections 4.03, 4.06, 7.03, and 10.01. The Trustee shall
furnish in a timely fashion to the Master Servicer such information as the
Master Servicer may reasonably request from time to time for the Master Servicer
to fulfill its duties as set forth in this Agreement and the Trustee shall
furnish in a timely fashion to the Insurer such information as the Insurer may
reasonably request from time to time for the Insurer to protect its interests
and to fulfill its duties under the Policy. The Trustee covenants and agrees
that it shall perform its obligations hereunder in a manner so as to maintain
the status of each of REMIC I, REMIC II, REMIC III or REMIC IV as a REMIC under
the REMIC Provisions and to prevent the imposition of any federal, state or
local income, prohibited transaction (except as provided in Section 3.22(d)
herein), contribution or other tax on the Trust Fund to the extent that
maintaining such status and avoiding such taxes are reasonably within the
control of the Trustee and are reasonably within the scope of its duties under
this Agreement.
(c) No provision of this Agreement shall be construed to relieve the
Trustee from liability for its own negligent action, its own negligent failure
to act or its own willful misconduct; PROVIDED, HOWEVER, that:
(i) Prior to the occurrence of an Event of Default, and after
the curing or waiver of all such Events of Default which may have
occurred, the duties and obligations of the Trustee shall be determined
solely by the express provisions of this Agreement, the Trustee shall not
be liable except for the performance of such duties and obligations as are
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specifically set forth in this Agreement, no implied covenants or
obligations shall be read into this Agreement against the Trustee and, in
the absence of bad faith on the part of the Trustee, the Trustee may
conclusively rely, as to the truth of the statements and the correctness
of the opinions expressed therein, upon any certificates or opinions
furnished to the Trustee by the Depositor or the Master Servicer and which
on their face, do not contradict the requirements of this Agreement;
(ii) The Trustee shall not be personally liable for an error
of judgment made in good faith by a Responsible Officer or Responsible
Officers of the Trustee, unless it shall be proved that the Trustee was
negligent in ascertaining the pertinent facts;
(iii) The Trustee shall not be personally liable with respect
to any action taken, suffered or omitted to be taken by it in good faith
in accordance with the direction of the Insurer or the Certificateholders
holding Certificates which evidence, Percentage Interests aggregating not
less than 25% of the affected classes as to the time, method and place of
conducting any proceeding for any remedy available to the Trustee, or
exercising any trust or power conferred upon the Trustee, under this
Agreement;
(iv) The Trustee shall not be charged with knowledge of any
default (other than a default in payment to the Trustee) specified in
clauses (i) and (ii) of Section 7.01 or an Event of Default under clauses
(iii), (iv) and (v) of Section 7.01 unless a Responsible Officer of the
Trustee assigned to and working in the Corporate Trust Office obtains
actual knowledge of such failure or event or the Trustee receives written
notice of such failure or event at its Corporate Trust Office from the
Master Servicer, the Insurer, the Depositor or any Certificateholder; and
(v) Except to the extent provided in Section 7.02, no
provision in this Agreement shall require the Trustee to expend or risk
its own funds (including, without limitation, the making of any Advance)
or otherwise incur any personal financial liability in the performance of
any of its duties as Trustee hereunder, or in the exercise of any of its
rights or powers, if the Trustee shall have reasonable grounds for
believing that repayment of funds or adequate indemnity against such risk
or liability is not reasonably assured to it.
(d) The Trustee shall timely pay, from its own funds, the amount of
any and all federal, state and local taxes imposed on the Trust Fund or its
assets or transactions including, without limitation, (A) "prohibited
transaction" penalty taxes as defined in Section 860F of the Code, if, when and
as the same shall be due and payable, (B) any tax on contributions to a REMIC
after the Closing Date imposed by Section 860G(d) of the Code and (C) any tax on
"net income from foreclosure property" as defined in Section 860G(c) of the
Code, but only if such taxes arise out of a breach by the Trustee of its
obligations hereunder, which breach constitutes negligence or willful misconduct
of the Trustee.
SECTION 8.02. CERTAIN MATTERS AFFECTING THE TRUSTEE.
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(a) Except as otherwise provided in Section 8.01:
(i) The Trustee may rely and shall be protected in acting or
refraining from acting upon any resolution, Officers' Certificate,
certificate of auditors or any other certificate, statement, instrument,
opinion, report, notice, request, consent, order, appraisal, bond or other
paper or document believed by it to be genuine and to have been signed or
presented by the proper party or parties;
(ii) The Trustee may consult with counsel and any Opinion of
Counsel shall be full and complete authorization and protection in respect
of any action taken or suffered or omitted by it hereunder in good faith
and in accordance with such Opinion of Counsel;
(iii) The Trustee shall be under no obligation to exercise any
of the trusts or powers vested in it by this Agreement or to institute,
conduct or defend any litigation hereunder or in relation hereto at the
request, order or direction of any of the Certificateholders or the
Insurer, pursuant to the provisions of this Agreement, unless such
Certificateholders or the Insurer shall have offered to the Trustee
reasonable security or indemnity against the costs, expenses and
liabilities which may be incurred therein or thereby and the Insurer has
given its consent; nothing contained herein shall, however, relieve the
Trustee of the obligation, upon the occurrence of an Event of Default
(which has not been cured), to exercise such of the rights and powers
vested in it by this Agreement, and to use the same degree of care and
skill in their exercise as a prudent investor would exercise or use under
the circumstances in the conduct of such investor's own affairs;
(iv) The Trustee shall not be personally liable for any action
taken, suffered or omitted by it in good faith and believed by it to be
authorized or within the discretion or rights or powers conferred upon it
by this Agreement;
(v) Prior to the occurrence of an Event of Default hereunder
and after the curing of all Events of Default which may have occurred, the
Trustee shall not be bound to make any investigation into the facts or
matters stated in any resolution, certificate, statement, instrument,
opinion, report, notice, request, consent, order, approval, bond or other
paper or document, unless requested in writing so to do by the Insurer or
the Holders of Certificates of any Class evidencing, as to such Class,
Percentage Interests, aggregating not LESS THAN 50% WITH THE WRITTEN
CONSENT OF THE INSURER; PROVIDED, HOWEVER, that if the payment within a
reasonable time to the Trustee of the costs, expenses or liabilities
likely to be incurred by it in the making of such investigation is, in the
opinion of the Trustee, not reasonably assured to the Trustee by the
security afforded to it by the terms of this Agreement, the Trustee may
require reasonable indemnity against such expense or liability as a
condition to so proceeding. The reasonable expense of every such
examination shall be paid by the Master Servicer, if an Event of Default
shall have occurred and is continuing, and otherwise by the
Certificateholder or the Insurer requesting the investigation;
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(vi) The Trustee may execute any of the trusts or powers
hereunder or perform any duties hereunder either directly or by or through
agents or attorneys provided that the Trustee shall remain liable for any
acts of such agents or attorneys; and
(vii) To the extent authorized under the Code and the
regulations promulgated thereunder, each Holder of a Class R Certificate
hereby irrevocably appoints and authorizes the Trustee to be its
attorney-in-fact for purposes of signing any Tax Returns required to be
filed on behalf of the Trust Fund. The Trustee shall sign on behalf of the
Trust Fund and deliver to the Master Servicer in a timely manner any Tax
Returns prepared by or on behalf of the Master Servicer that the Trustee
is required to sign as determined by the Master Servicer pursuant to
applicable federal, state or local tax laws, provided that the Master
Servicer shall indemnify the Trustee for signing any such Tax Returns that
contain errors or omissions.
(b) Following the issuance of the Certificates (and except as
provided for in Section 3.22(d)), the Trustee shall not accept any contribution
of assets to the Trust Fund unless it shall have obtained or been furnished with
an Opinion of Counsel to the effect that such contribution will not (i) cause
any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as a REMIC at
any time that any Certificates are outstanding or (ii) cause the Trust Fund to
be subject to any federal tax as a result of such contribution (including the
imposition of any federal tax on "prohibited transactions" imposed under Section
860F(a) of the Code).
SECTION 8.03. TRUSTEE NOT LIABLE FOR CERTIFICATES OR MORTGAGE LOANS.
The recitals contained herein and in the Certificates (other than
the execution of the Certificates and relating to the acceptance and receipt of
the Mortgage Loans) shall be taken as the statements of the Depositor or the
Master Servicer as the case may be, and the Trustee assumes no responsibility
for their correctness. The Trustee makes no representations as to the validity
or sufficiency of this Agreement or of the Certificates (except that the
Certificates shall be duly and validly executed and authenticated by it as
Certificate Registrar) or of any Mortgage Loan or related document. Except as
otherwise provided herein, the Trustee shall not be accountable for the use or
application by the Depositor or the Master Servicer of any of the Certificates
or of the proceeds of such Certificates, or for the use or application of any
funds paid to the Depositor or the Master Servicer in respect of the Mortgage
Loans or deposited in or withdrawn from the Custodial Account or the Certificate
Account by the Depositor or the Master Servicer.
SECTION 8.04. TRUSTEE MAY OWN CERTIFICATES.
The Trustee in its individual or any other capacity may become the
owner or pledgee of Certificates with the same rights it would have if it were
not Trustee.
SECTION 8.05. MASTER SERVICER TO PAY TRUSTEE'S FEES AND EXPENSES;
INDEMNIFICATION.
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(a) The Master Servicer covenants and agrees to pay to the Trustee
and any co-trustee from time to time, and the Trustee and any co-trustee shall
be entitled to, reasonable compensation (which shall not be limited by any
provision of law in regard to the compensation of a trustee of an express trust)
for all services rendered by each of them in the execution of the trusts hereby
created and in the exercise and performance of any of the powers and duties
hereunder of the Trustee and any co-trustee, and the Master Servicer will pay or
reimburse the Trustee and any co-trustee upon request for all reasonable
expenses, disbursements and advances incurred or made by the Trustee or any
co-trustee in accordance with any of the provisions of this Agreement (including
the reasonable compensation and the expenses and disbursements of its counsel
and of all persons not regularly in its employ, and the expenses incurred by the
Trustee or any co-trustee in connection with the appointment of an office or
agency pursuant to Section 8.12) except any such expense, disbursement or
advance as may arise from its negligence or bad faith.
(b) The Master Servicer agrees to indemnify the Trustee for, and to
hold the Trustee harmless against, any loss, liability or expense incurred
without negligence or willful misconduct on its part, arising out of, or in
connection with, the acceptance and administration of the Trust Fund, including
the costs and expenses (including reasonable legal fees and expenses) of
defending itself against any claim in connection with the exercise or
performance of any of its powers or duties under this Agreement, provided that:
(i) with respect to any such claim, the Trustee shall have
given the Master Servicer written notice thereof promptly after the
Trustee shall have actual knowledge thereof;
(ii) while maintaining control over its own defense, the
Trustee shall cooperate and consult fully with the Master Servicer in
preparing such defense; and
(iii) notwithstanding anything in this Agreement to the
contrary, the Master Servicer shall not be liable for settlement of any
claim by the Trustee entered into without the prior consent of the Master
Servicer which consent shall not be unreasonably withheld.
No termination of this Agreement shall affect the obligations created by this
Section 8.05(b) of the Master Servicer to indemnify the Trustee under the
conditions and to the extent set forth herein.
Notwithstanding the foregoing, the indemnification provided by the
Master Servicer in this Section 8.05(b) shall not pertain to any loss, liability
or expense of the Trustee, including the costs and expenses of defending itself
against any claim, incurred in connection with any actions taken by the Trustee
at the direction of Certificateholders pursuant to the terms of this Agreement.
SECTION 8.06. ELIGIBILITY REQUIREMENTS FOR TRUSTEE.
The Trustee hereunder shall at all times be a national banking
association or a New York banking corporation having its principal office in a
state and city acceptable to the Depositor
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and the Insurer and organized and doing business under the laws of such state or
the United States of America, authorized under such laws to exercise corporate
trust powers, having a combined capital and surplus of at least $50,000,000 and
subject to supervision or examination by federal or state authority. If such
corporation or national banking association publishes reports of condition at
least annually, pursuant to law or to the requirements of the aforesaid
supervising or examining authority, then for the purposes of this Section the
combined capital and surplus of such corporation shall be deemed to be its
combined capital and surplus as set forth in its most recent report of condition
so published. In case at any time the Trustee shall cease to be eligible in
accordance with the provisions of this Section, the Trustee shall resign
immediately in the manner and with the effect specified in Section 8.07.
SECTION 8.07. RESIGNATION AND REMOVAL OF THE TRUSTEE.
(a) The Trustee may at any time resign and be discharged from the
trusts hereby created by giving written notice thereof to the Depositor, the
Master Servicer and the Insurer. Upon receiving such notice of resignation, the
Depositor shall promptly appoint a successor trustee acceptable to the Insurer
by written instrument, in duplicate, one copy of which instrument shall be
delivered to the resigning Trustee and one copy to the successor trustee. If no
successor trustee shall have been so appointed and have accepted appointment
within 30 days after the giving of such notice of resignation then the Insurer
may appoint a successor trustee and if the Insurer fails to do so within 30
days, the resigning Trustee may petition any court of competent jurisdiction for
the appointment of a successor trustee.
(b) If at any time the Trustee shall cease to be eligible in
accordance with the provisions of Section 8.06 and shall fail to resign after
written request therefor by the Insurer or the Depositor with the consent of the
Insurer, or if at any time the Trustee shall become incapable of acting, or
shall be adjudged bankrupt or insolvent, or a receiver of the Trustee or of its
property shall be appointed, or any public officer shall take charge or control
of the Trustee or of its property or affairs for the purpose of rehabilitation,
conservation or liquidation, then the Insurer or the Depositor with the consent
of the Insurer may remove the Trustee and appoint a successor trustee by written
instrument, in duplicate, one copy of which instrument shall be delivered to the
Trustee so removed and one copy to the successor trustee. In addition, in the
event that the Insurer or the Depositor determines that the Trustee has failed
(i) to distribute or cause to be distributed to Certificateholders any amount
required to be distributed hereunder, if such amount is held by the Trustee or
its Paying Agent (other than the Master Servicer or the Depositor) for
distribution or (ii) to otherwise observe or perform in any material respect any
of its covenants, agreements or obligations hereunder, and such failure shall
continue unremedied for a period of 5 days (in respect of clause (i) above) or
30 days (in respect of clause (ii) above) after the date on which written notice
of such failure, requiring that the same be remedied, shall have been given to
the Trustee by the Depositor or the Insurer, then the Depositor with the consent
of the Insurer, which consent shall not be unreasonably withheld, may remove the
Trustee and appoint a successor trustee by written instrument delivered as
provided in the preceding sentence. In connection with the appointment of a
successor trustee pursuant to the preceding sentence, the Depositor shall, on or
before the date on which any such appointment becomes effective, obtain from
each Rating Agency written confirmation that the appointment of any such
successor trustee will not result in the reduction of the ratings on any class
of the Certificates
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below the lesser of the then current or original ratings on such Certificates
without taking into account the Policy.
(c) During the continuance of an Insurer Default, the Holders of
Certificates entitled to at least 51% of the Voting Rights may at any time
remove the Trustee and appoint a successor trustee by written instrument or
instruments, in triplicate, signed by such Holders or their attorneys-in-fact
duly authorized, one complete set of which instruments shall be delivered to the
Depositor, one complete set to the Trustee so removed and one complete set to
the successor so appointed.
(d) Any resignation or removal of the Trustee and appointment of a
successor trustee pursuant to any of the provisions of this Section shall become
effective upon acceptance of appointment by the successor trustee as provided in
Section 8.08.
SECTION 8.08. SUCCESSOR TRUSTEE.
(a) Any successor trustee appointed as provided in Section 8.07
shall execute, acknowledge and deliver to the Depositor and the Insurer and to
its predecessor trustee an instrument accepting such appointment hereunder, and
thereupon the resignation or removal of the predecessor trustee shall become
effective and such successor trustee shall become effective and such successor
trustee, without any further act, deed or conveyance, shall become fully vested
with all the rights, powers, duties and obligations of its predecessor
hereunder, with the like effect as if originally named as trustee herein. The
predecessor trustee shall deliver to the successor trustee all Mortgage Files
and related documents and statements held by it hereunder (other than any
Mortgage Files at the time held by a Custodian, which shall become the agent of
any successor trustee hereunder), and the Depositor, the Master Servicer and the
predecessor trustee shall execute and deliver such instruments and do such other
things as may reasonably be required for more fully and certainly vesting and
confirming in the successor trustee all such rights, powers, duties and
obligations.
(b) No successor trustee shall accept appointment as provided in
this Section unless at the time of such acceptance such successor trustee shall
be eligible under the provisions of Section 8.06.
(c) Upon acceptance of appointment by a successor trustee as
provided in this Section, the Depositor shall mail notice of the succession of
such trustee hereunder to all Holders of Certificates at their addresses as
shown in the Certificate Register. If the Depositor fails to mail such notice
within 10 days after acceptance of appointment by the successor trustee, the
successor trustee shall cause such notice to be mailed at the expense of the
Depositor.
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SECTION 8.09. MERGER OR CONSOLIDATION OF TRUSTEE.
Any corporation or national banking association into which the
Trustee may be merged or converted or with which it may be consolidated or any
corporation or national banking association resulting from any merger,
conversion or consolidation to which the Trustee shall be a party, or any
corporation or national banking association succeeding to the business of the
Trustee, shall be the successor of the Trustee hereunder, provided such
corporation or national banking association shall be eligible under the
provisions of Section 8.06, without the execution or filing of any paper or any
further act on the part of any of the parties hereto, anything herein to the
contrary notwithstanding. The Trustee shall mail notice of any such merger or
consolidation to the Certificateholders at their address as shown in the
Certificate Register.
SECTION 8.10. APPOINTMENT OF CO-TRUSTEE OR SEPARATE TRUSTEE.
(a) Notwithstanding any other provisions hereof, at any time, for
the purpose of meeting any legal requirements of any jurisdiction in which any
part of the Trust Fund or property securing the same may at the time be located,
the Master Servicer and the Trustee acting jointly shall have the power and
shall execute and deliver all instruments to appoint one or more Persons
approved by the Trustee to act as co-trustee or co-trustees, jointly with the
Trustee, or separate trustee or separate trustees, of all or any part of the
Trust Fund, and to vest in such Person or Persons, in such capacity, such title
to the Trust Fund, or any part thereof, and, subject to the other provisions of
this Section 8.10, such powers, duties, obligations, rights and trusts as the
Master Servicer and the Trustee may consider necessary or desirable. If the
Master Servicer shall not have joined in such appointment within 15 days after
the receipt by it of a request so to do, or in case an Event of Default shall
have occurred and be continuing, the Trustee alone shall have the power to make
such appointment. No co-trustee or separate trustee hereunder shall be required
to meet the terms of eligibility as a successor trustee under Section 8.06
hereunder and no notice to Holders of Certificates of the appointment of
co-trustee(s) or separate trustee(s) shall be required under Section 8.08
hereof.
(b) In the case of any appointment of a co-trustee or separate
trustee pursuant to this Section 8.10 all rights, powers, duties and obligations
conferred or imposed upon the Trustee shall be conferred or imposed upon and
exercised or performed by the Trustee, and such separate trustee or co-trustee
jointly, except to the extent that under any law of any jurisdiction in which
any particular act or acts are to be performed (whether as Trustee hereunder or
as successor to the Master Servicer hereunder), the Trustee shall be incompetent
or unqualified to perform such act or acts, in which event such rights, powers,
duties and obligations (including the holding of title to the Trust Fund or any
portion thereof in any such jurisdiction) shall be exercised and performed by
such separate trustee or co-trustee at the direction of the Trustee.
(c) Any notice, request or other writing given to the Trustee shall
be deemed to have been given to each of the then separate trustees and
co-trustees, as effectively as if given to each of them. Every instrument
appointing any separate trustee or co-trustee shall refer to this Agreement and
the conditions of this Article VIII. Each separate trustee and co-trustee, upon
its acceptance of
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the trusts conferred, shall be vested with the estates or property specified in
its instrument of appointment, either jointly with the Trustee or separately, as
may be provided therein, subject to all the provisions of this Agreement,
specifically including every provision of this Agreement relating to the conduct
of, affecting the liability of, or affording protection to, the Trustee. Every
such instrument shall be filed with the Trustee.
(d) Any separate trustee or co-trustee may, at any time, constitute
the Trustee, its agent or attorney-in-fact, with full power and authority, to
the extent not prohibited by law, to do any lawful act under or in respect of
this Agreement on its behalf and in its name. If any separate trustee or
co-trustee shall die, become incapable of acting, resign or be removed, all of
its estates, properties, rights, remedies and trusts shall vest in and be
exercised by the Trustee, to the extent permitted by law, without the
appointment of a new or successor trustee.
SECTION 8.11. APPOINTMENT OF CUSTODIANS.
The Trustee may, with the consent of the Master Servicer, the
Insurer and the Depositor, appoint one or more Custodians who are not Affiliates
of the Depositor or the Master Servicer to hold all or a portion of the Mortgage
Files as agent for the Trustee, by entering into a Custodial Agreement. Subject
to Article VIII, the Trustee agrees to comply with the terms of each Custodial
Agreement and to enforce the terms and provisions thereof against the Custodian
for the benefit of the Certificateholders. Each Custodian shall be a depository
institution subject to supervision by federal or state authority, shall have a
combined capital and surplus of at least $15,000,000 and shall be qualified to
do business in the jurisdiction in which it holds any Mortgage File. Each
Custodial Agreement may be amended only as provided in Section 11.01. The
Trustee shall notify the Certificateholders of the appointment of any Custodian
(other than the Custodian appointed as of the Closing Date) pursuant to this
Section 8.11.
SECTION 8.12. APPOINTMENT OF OFFICE OR AGENCY.
The Trustee will maintain an office or agency in the City of New
York where Certificates may be surrendered for registration of transfer or
exchange. The Trustee initially designates its offices located at 14 Wall
Street, 8th Floor, New York, New York 10005 for the purpose of keeping the
Certificate Register. The Trustee will maintain an office at the address stated
in Section 11.05(c) hereof where notices and demands to or upon the Trustee in
respect of this Agreement may be served.
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ARTICLE IX
TERMINATION
SECTION 9.01. TERMINATION UPON PURCHASE BY THE MASTER SERVICER OR
LIQUIDATION OF ALL MORTGAGE LOANS.
(a) Subject to Section 9.02, the respective obligations and
responsibilities of the Depositor, the Master Servicer and the Trustee created
hereby in respect of the Certificates (other than the obligation of the Trustee
to make certain payments after the Final Distribution Date to Certificateholders
and the obligation of the Depositor to send certain notices as hereinafter set
forth) shall terminate upon the last action required to be taken by the Trustee
on the Final Distribution Date pursuant to this Article IX following the earlier
of:
(i) the later of the final payment or other liquidation (or
any Advance with respect thereto) of the last Mortgage Loan remaining in
the Trust Fund or the disposition of all property acquired upon
foreclosure or deed in lieu of foreclosure of any Mortgage Loan, or
(ii) the purchase by the Master Servicer of all Mortgage Loans
and all property acquired in respect of any Mortgage Loan remaining in the
Trust Fund (other than the Policy) at a price equal to 100% of the unpaid
principal balance of each Mortgage Loan (or, if less than such unpaid
principal balance, the fair market value of the related underlying
property of such Mortgage Loan with respect to Mortgage Loans as to which
title has been acquired if such fair market value is less than such unpaid
principal balance) (net of any unreimbursed Advances attributable to
principal) on the day of repurchase, plus accrued interest thereon at the
Net Mortgage Rate (or Modified Net Mortgage Rate in the case of any
Modified Mortgage Loan), plus the Certificate Insurer Premium Modified
Rate, to, but not including, the first day of the month in which such
repurchase price is distributed, including THE PAYMENT OF ANY AMOUNTS DUE
TO THE INSURER UNDER THE INSURANCE AGREEMENT; PROVIDED, HOWEVER, that in
no event shall the trust created hereby continue beyond the expiration of
21 years from the death of the last survivor of the descendants of Joseph
P. Kennedy, the late ambassador of the United States to the Court of St.
James, living on the date hereof and provided further that the purchase
price set forth above shall be increased as is necessary, as determined by
the Master Servicer, to avoid disqualification of any of REMIC I, REMIC
II, REMIC III or REMIC IV as a REMIC.
The right of the Master Servicer to purchase all the assets of the
Trust Fund relating to the Mortgage Loans, pursuant to clause (ii) above is
conditioned upon the occurrence of the Optional Termination Date. If such right
is exercised by the Master Servicer, the Master Servicer shall be deemed to have
been reimbursed for the full amount of any unreimbursed Advances theretofore
made by it with respect to the Mortgage Loans being purchased. In addition, the
Master Servicer shall provide to the Trustee the certification required by
Section 3.15 and the Trustee and
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any Custodian shall, promptly following payment of the purchase price, release
to the Master Servicer the Mortgage Files pertaining to the Mortgage Loans being
purchased. No purchase pursuant to clause (ii) of this Section 9.01(a) is
permitted if it would result in a draw on the Policy unless the Insurer consents
in writing.
(b) The Master Servicer shall give the Trustee and the Insurer not
less than 60 days' prior notice of the Distribution Date on which the Master
Servicer anticipates that the final distribution will be made to
Certificateholders (whether as a result of the exercise by the Master Servicer
of its right to purchase the assets of the Trust Fund or otherwise). Notice of
any termination, specifying the anticipated Final Distribution Date (which shall
be a date that would otherwise be a Distribution Date) upon which the
Certificateholders may surrender their Certificates to the Trustee for payment
of the final distribution and cancellation, shall be given promptly by the
Master Servicer (if it is exercising its right to purchase the assets of the
Trust Fund), or by the Trustee (in any other case) by letter to
Certificateholders mailed not earlier than the 15th day and not later than the
25th day of the month next preceding the month of such final distribution
specifying:
(i) the anticipated Final Distribution Date upon which final
payment of the Certificates is anticipated to be made upon presentation
and surrender of Certificates at the office or agency of the Trustee
therein designated,
(ii) the amount of any such final payment, if known, and
(iii) that the Record Date otherwise applicable to such
Distribution Date is not applicable, and that payment will be made only
upon presentation and surrender of the Certificates at the office or
agency of the Trustee therein specified.
If the Master Servicer is obligated to give notice to Certificateholders as
aforesaid, it shall give such notice to the Certificate Registrar at the time
such notice is given to Certificateholders. In the event such notice is given by
the Master Servicer, the Master Servicer shall deposit in the Certificate
Account before the Final Distribution Date in immediately available funds an
amount equal to the purchase price for the assets of the Trust Fund computed as
above provided.
(c) Upon presentation and surrender of the Certificates by the
Certificateholders, the Trustee shall distribute to the Certificateholders and
the Insurer (i) the amount otherwise distributable on such Distribution Date, if
not in connection with the Master Servicer's election to repurchase, or (ii) if
the Master Servicer elected to so repurchase, an amount determined as follows:
(A) with respect to the Class A Certificates, the outstanding Certificate
Principal Balance thereof, plus Accrued Certificate Interest thereon for the
related Interest Accrual Period and any previously unpaid Accrued Certificate
Interest, and (B) with respect to the Insurer, any amounts owed to it pursuant
to the Insurance Agreement.
(d) In the event that any Certificateholders shall not surrender
their Certificates for final payment and cancellation on or before the Final
Distribution Date, the Trustee shall on such date cause all funds in the
Certificate Account not distributed in final distribution to
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Certificateholders to be withdrawn therefrom and credited to the remaining
Certificateholders by depositing such funds in a separate escrow account for the
benefit of such Certificateholders, and the Master Servicer (if it exercised its
right to purchase the assets of the Trust Fund), or the Trustee (in any other
case) shall give a second written notice to the remaining Certificateholders to
surrender their Certificates for cancellation and receive the final distribution
with respect thereto. If within six months after the second notice any
Certificate shall not have been surrendered for cancellation, the Trustee shall
take appropriate steps as directed by the Master Servicer to contact the
remaining Certificateholders concerning surrender of their Certificates. The
costs and expenses of maintaining the escrow account and of contacting
Certificateholders shall be paid out of the assets which remain in the escrow
account. If within nine months after the second notice any Certificates shall
not have been surrendered for cancellation, the Trustee shall pay to the Master
Servicer all amounts distributable to the holders thereof and the Master
Servicer shall thereafter hold such amounts until distributed to such holders.
No interest shall accrue or be payable to any Certificateholder on any amount
held in the escrow account or by the Master Servicer as a result of such
Certificateholder's failure to surrender its Certificate(s) for final payment
thereof in accordance with this Section 9.01 and the Certificateholders shall
look only to the Master Servicer for such payment.
SECTION 9.02. ADDITIONAL TERMINATION REQUIREMENTS.
(a) Each of REMIC I, REMIC II, REMIC III and REMIC IV, as the case
may be, shall be terminated in accordance with the following additional
requirements, unless the Trustee and the Master Servicer have received an
Opinion of Counsel (which Opinion of Counsel shall not be an expense of the
Trustee) to the effect that the failure of any of REMIC I, REMIC II, REMIC III
and REMIC IV, as the case may be, to comply with the requirements of this
Section 9.02 will not (i) result in the imposition on the Trust Fund of taxes on
"prohibited transactions," as described in Section 860F of the Code, or (ii)
cause any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as a
REMIC at any time that any Certificate is outstanding:
(i) The Master Servicer shall establish a 90-day liquidation
period for each of REMIC I, REMIC II, REMIC III and REMIC IV, and specify
the first day of such period in a statement attached to the Trust Fund's
final Tax Return pursuant to Treasury regulations Section 1.860F-1. The
Master Servicer also shall satisfy all of the requirements of a qualified
liquidation for each of REMIC I, REMIC II, REMIC III and REMIC IV, under
Section 860F of the Code and the regulations thereunder;
(ii) The Master Servicer shall notify the Trustee at the
commencement of such 90-day liquidation period and, at or prior to the
time of making of the final payment on the Certificates, the Trustee shall
sell or otherwise dispose of all of the remaining assets of the Trust Fund
in accordance with the terms hereof; and
(iii) If the Master Servicer is exercising its right to
purchase the assets of the Trust Fund, the Master Servicer shall, during
the 90-day liquidation period and at or prior TO THE FINAL DISTRIBUTION
DATE, PURCHASE ALL OF THE ASSETS OF THE TRUST FUND FOR CASH; PROVIDED,
HOWEVER, that in the event that a calendar quarter ends after the
commencement of the 90-day
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liquidation period but prior to the Final Distribution Date, the Master
Servicer shall not purchase any of the assets of the Trust Fund prior to
the close of that calendar quarter.
(b) Each Holder of a Certificate and the Trustee hereby irrevocably
approves and appoints the Master Servicer as its attorney-in-fact to adopt a
plan of complete liquidation for each of REMIC I, REMIC II, REMIC III and REMIC
IV at the expense of the Trust Fund in accordance with the terms and conditions
of this Agreement.
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ARTICLE X
REMIC PROVISIONS
SECTION 10.01. REMIC ADMINISTRATION.
(a) The REMIC Administrator shall make an election to treat each of
REMIC I, REMIC II, REMIC III and REMIC IV as a REMIC under the Code and, if
necessary, under applicable state law. Such election will be made on Form 1066
or other appropriate federal tax or information return (including Form 8811) or
any appropriate state return for the taxable year ending on the last day of the
calendar year in which the Certificates are issued. The REMIC I Regular
Interests shall be designated as the "regular interests" and the Class R-I
Certificates shall be designated as the sole class of "residual certificates" in
the REMIC I. The REMIC II Regular Interests shall be designated as the "regular
interests" and the Class R-II Certificates shall be designated as the sole class
of "residual interests" in the REMIC II. The REMIC III Regular Interests shall
be designated as the "regular interests" and the Class R-III Certificates shall
be designated as the sole class of "residual interests" in REMIC III. The Class
A-1, Class A-2, Class A-3 and Class SB Certificates shall be designated as the
"regular interests" in REMIC IV and the Class R-IV Certificates shall be
designated the sole class of "residual interests" in REMIC IV. The REMIC
Administrator and the Trustee shall not permit the creation of any "interests"
(within the meaning of Section 860G of the Code) in the REMIC other than the
Certificates.
(b) The Closing Date is hereby designated as the "startup day" of
each of REMIC I, REMIC II, REMIC III and REMIC IV within the meaning of Section
860G(a)(9) of the Code.
(c) The REMIC Administrator shall hold a Class R Certificate in each
REMIC representing a 0.01% Percentage Interest of the Class R Certificates in
each REMIC and shall be designated as the "tax matters person" with respect to
each of REMIC I, REMIC II, REMIC III and REMIC IV in the manner provided under
Treasury regulations section 1.860F-4(d) and Treasury regulations section
301.6231(a)(7)-1. The REMIC Administrator, as tax matters person, shall (i) act
on behalf of each of REMIC I, REMIC II, REMIC III and REMIC IV in relation to
any tax matter or controversy involving the Trust Fund and (ii) represent the
Trust Fund in any administrative or judicial proceeding relating to an
examination or audit by any governmental taxing authority with respect thereto.
The legal expenses, including without limitation attorneys' or accountants'
fees, and costs of any such proceeding and any liability resulting therefrom
shall be expenses of the Trust Fund and the REMIC Administrator shall be
entitled to reimbursement therefor out of amounts attributable to the Mortgage
Loans on deposit in the Custodial Account as provided by Section 3.10 unless
such legal expenses and costs are incurred by reason of the REMIC
Administrator's willful misfeasance, bad faith or gross negligence. If the REMIC
Administrator is no longer the Master Servicer hereunder, at its option the
REMIC Administrator may continue its duties as REMIC Administrator and shall be
paid reasonable compensation not to exceed $3,000 per year by any successor
Master Servicer hereunder for so acting as the REMIC Administrator.
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(d) The REMIC Administrator shall prepare or cause to be prepared
all of the Tax Returns that it determines are required with respect to the REMIC
created hereunder and deliver such Tax Returns in a timely manner to the Trustee
and the Trustee shall sign and file such Tax Returns in a timely manner. The
expenses of preparing such returns shall be borne by the REMIC Administrator
without any right of reimbursement therefor. The REMIC Administrator agrees to
indemnify and hold harmless the Trustee with respect to any tax or liability
arising from the Trustee's signing of Tax Returns that contain errors or
omissions. The Trustee and Master Servicer shall promptly provide the REMIC
Administrator with such information as the REMIC Administrator may from time to
time request for the purpose of enabling the REMIC Administrator to prepare Tax
Returns.
(e) The REMIC Administrator shall provide (i) to any Transferor of a
Class R Certificate such information as is necessary for the application of any
tax relating to the transfer of a Class R Certificate to any Person who is not a
Permitted Transferee, (ii) to the Trustee and the Trustee shall forward to the
Certificateholders such information or reports as are required by the Code or
the REMIC Provisions including reports relating to interest, original issue
discount, if any, and market discount or premium (using the Prepayment
Assumption) and (iii) to the Internal Revenue Service the name, title, address
and telephone number of the person who will serve as the representative of each
REMIC created hereunder.
(f) The Master Servicer and the REMIC Administrator shall take such
actions and shall cause each REMIC created hereunder to take such actions as are
reasonably within the Master Servicer's or the REMIC Administrator's control and
the scope of its duties more specifically set forth herein as shall be necessary
or desirable to maintain the status thereof as a REMIC under the REMIC
Provisions (and the Trustee shall assist the Master Servicer and the REMIC
Administrator, to the extent reasonably requested by the Master Servicer and the
REMIC Administrator to do so). In performing their duties as more specifically
set forth herein, the Master Servicer and the REMIC Administrator shall not
knowingly or intentionally take any action, cause the Trust Fund to take any
action or fail to take (or fail to cause to be taken) any action reasonably
within their respective control and the scope of duties more specifically set
forth herein, that, under the REMIC Provisions, if taken or not taken, as the
case may be, could (i) endanger the status of any of REMIC I, REMIC II, REMIC
III or REMIC IV as a REMIC or (ii) result in the imposition of a tax upon any of
REMIC I, REMIC II, REMIC III or REMIC IV (including but not limited to the tax
on prohibited transactions as defined in Section 860F(a)(2) of the Code (except
as provided in Section 3.22(d)) and the tax on contributions to a REMIC set
forth in Section 860G(d) of the Code) (either such event, in the absence of an
Opinion of Counsel or the indemnification referred to in this sentence, an
"Adverse REMIC Event") unless the Master Servicer or the REMIC Administrator, as
applicable, has received an Opinion of Counsel (at the expense of the party
seeking to take such action or, if such party fails to pay such expense, and the
Master Servicer or the REMIC Administrator, as applicable, determines that
taking such action is in the best interest of the Trust Fund and the
Certificateholders and is not adverse to the interest of the Insurer, at the
expense of the Trust Fund, but in no event at the expense of the Master
Servicer, the REMIC Administrator or the Trustee) to the effect that the
contemplated action will not, with respect to the Trust Fund created hereunder,
endanger such status or, unless the Master Servicer or the REMIC Administrator
or both, as applicable, determine in its or their sole discretion to indemnify
the Trust Fund against the
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imposition of such a tax, result in the imposition of such a tax. Wherever in
this Agreement a contemplated action may not be taken because the timing of such
action might result in the imposition of a tax on the Trust Fund, or may only be
taken pursuant to an Opinion of Counsel that such action would not impose a tax
on the Trust Fund, such action may nonetheless be taken provided that the
indemnity given in the preceding sentence with respect to any taxes that might
be imposed on the Trust Fund has been given and that all other preconditions to
the taking of such action have been satisfied. The Trustee shall not take or
fail to take any action (whether or not authorized hereunder) as to which the
Master Servicer or the REMIC Administrator, as applicable, has advised it in
writing that it has received an Opinion of Counsel to the effect that an Adverse
REMIC Event could occur with respect to such action. In addition, prior to
taking any action with respect to the Trust Fund or its assets, or causing the
Trust Fund to take any action, which is not expressly permitted under the terms
of this Agreement, the Trustee will consult with the Master Servicer or the
REMIC Administrator, as applicable, or its designee, in writing, with respect to
whether such action could cause an Adverse REMIC Event to occur with respect to
the Trust Fund and the Trustee shall not take any such action or cause the Trust
Fund to take any such action as to which the Master Servicer or the REMIC
Administrator, as applicable, has advised it in writing that an Adverse REMIC
Event could occur. The Master Servicer or the REMIC Administrator, as
applicable, may consult with counsel to make such written advice, and the cost
of same shall be borne by the party seeking to take the action not expressly
permitted by this Agreement, but in no event at the expense of the Master
Servicer or the REMIC Administrator. At all times as may be required by the
Code, the Master Servicer or the REMIC Administrator, as applicable, will to the
extent within its control and the scope of its duties more specifically set
forth herein, maintain substantially all of the assets of the REMIC as
"qualified mortgages" as defined in Section 860G(a)(3) of the Code and
"permitted investments" as defined in Section 860G(a)(5) of the Code.
(g) In the event that any tax is imposed on "prohibited
transactions" of any REMIC created hereunder as defined in Section 860F(a)(2) of
the Code, on "net income from foreclosure property" of any REMIC as defined in
Section 860G(c) of the Code, on any contributions to any REMIC after the startup
day therefor pursuant to Section 860G(d) of the Code, or any other tax imposed
by the Code or any applicable provisions of state or local tax laws, such tax
shall be charged (i) to the Master Servicer, if such tax arises out of or
results from a breach by the Master Servicer of any of its obligations under
this Agreement or the Master Servicer has in its sole discretion determined to
indemnify the Trust Fund against such tax, (ii) to the Trustee, if such tax
arises out of or results from a breach by the Trustee of any of its obligations
under this Article X, or (iii) otherwise against amounts on deposit in the
Custodial Account as provided by Section 3.10 and on the Distribution Date(s)
following such reimbursement the aggregate of such taxes shall be allocated in
reduction of the Accrued Certificate Interest on each Class entitled thereto in
the same manner as if such taxes constituted a Prepayment Interest Shortfall.
(h) The Trustee and the Master Servicer shall, for federal income
tax purposes, maintain books and records with respect to each REMIC on a
calendar year and on an accrual basis or as otherwise may be required by the
REMIC Provisions.
(i) Following the startup day, neither the Master Servicer nor the
Trustee shall accept any contributions of assets to any REMIC unless (subject to
Section 10.01(f)) the Master
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Servicer and the Trustee shall have received an Opinion of Counsel (at the
expense of the party seeking to make such contribution) to the effect that the
inclusion of such assets in any REMIC will not cause any of REMIC I, REMIC II,
REMIC III or REMIC IV to fail to qualify as a REMIC at any time that any
Certificates are outstanding or subject any such REMIC to any tax under the
REMIC Provisions or other applicable provisions of federal, state and local law
or ordinances.
(j) Neither the Master Servicer nor the Trustee shall (subject to
Section 10.01(f)) enter into any arrangement by which any of REMIC I, REMIC II,
REMIC III or REMIC IV will receive a fee or other compensation for services nor
permit any of REMIC I, REMIC II, REMIC III or REMIC IV to receive any income
from assets other than "qualified mortgages" as defined in Section 860G(a)(3) of
the Code or "permitted investments" as defined in Section 860G(a)(5) of the
Code.
(k) Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the
Treasury Regulations, the "latest possible maturity date" by which the principal
balance of each regular interest in each REMIC would be reduced to zero is
October 25, 2029.
(l) Within 30 days after the Closing Date, the REMIC Administrator
shall prepare and file with the Internal Revenue Service Form 8811, "Information
Return for Real Estate Mortgage Investment Conduits (REMIC) and Issuers of
Collateralized Debt Obligations" for the Trust Fund.
(m) Neither the Trustee nor the Master Servicer shall sell, dispose
of or substitute for any of the Mortgage Loans (except in connection with (i)
the default, imminent default or foreclosure of a Mortgage Loan, including but
not limited to, the acquisition or sale of a Mortgaged Property acquired by deed
in lieu of foreclosure, (ii) the bankruptcy of the Trust Fund, (iii) the
termination of any REMIC pursuant to Article IX of this Agreement or (iv) a
purchase of Mortgage Loans pursuant to Article II or III of this Agreement) or
acquire any assets for any REMIC or sell or dispose of any investments in the
Custodial Account or the Certificate Account for gain, or accept any
contributions to any REMIC after the Closing Date unless it has received an
Opinion of Counsel that such sale, disposition, substitution or acquisition will
not (a) affect adversely the status of any of REMIC I, REMIC II, REMIC III or
REMIC IV as a REMIC or (b) unless the Master Servicer has determined in its sole
discretion to indemnify the Trust Fund against such tax, cause any REMIC to be
subject to a tax on "prohibited transactions" or "contributions" pursuant to the
REMIC Provisions.
SECTION 10.02. MASTER SERVICER, REMIC ADMINISTRATOR AND TRUSTEE
INDEMNIFICATION.
(a) The Trustee agrees to indemnify the Trust Fund, the Insurer, the
Depositor, the REMIC Administrator and the Master Servicer for any taxes and
costs including, without limitation, any reasonable attorneys fees imposed on or
incurred by the Trust Fund, the Insurer, the Depositor or the Master Servicer,
as a result of a breach of the Trustee's covenants set forth in Article VIII or
this Article X. In the event that Residential Funding is no longer the Master
Servicer, the Trustee shall indemnify Residential Funding for any taxes and
costs including, without
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limitation, any reasonable attorneys fees imposed on or incurred by Residential
Funding as a result of a breach of the Trustee's covenants set forth in Article
VIII or this Article X.
(b) The REMIC Administrator agrees to indemnify the Trust Fund, the
Insurer, the Depositor, the Master Servicer and the Trustee for any taxes and
costs (including, without limitation, any reasonable attorneys' fees) imposed on
or incurred by the Trust Fund, the Insurer, the Depositor, the Master Servicer
or the Trustee, as a result of a breach of the REMIC Administrator's covenants
set forth in this Article X with respect to compliance with the REMIC
Provisions, including without limitation, any penalties arising from the
Trustee's execution of Tax Returns prepared by the REMIC Administrator that
contain errors or omissions; provided, however, that such liability will not be
imposed to the extent such breach is a result of an error or omission in
information provided to the REMIC Administrator by the Master Servicer in which
case Section 10.02(c) will apply.
(c) The Master Servicer agrees to indemnify the Trust Fund, the
Insurer, the Depositor, the REMIC Administrator and the Trustee for any taxes
and costs (including, without limitation, any reasonable attorneys' fees)
imposed on or incurred by the Trust Fund, the Insurer, the Depositor or the
Trustee, as a result of a breach of the Master Servicer's covenants set forth in
this Article X or in Article III with respect to compliance with the REMIC
Provisions, including without limitation, any penalties arising from the
Trustee's execution of Tax Returns prepared by the Master Servicer that contain
errors or omissions.
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ARTICLE XI
MISCELLANEOUS PROVISIONS
SECTION 11.01. AMENDMENT.
(a) This Agreement or any Custodial Agreement may be amended from
time to time by the Depositor, the Master Servicer and the Trustee, with the
consent of the Insurer and without the consent of any of the Certificateholders:
(i) to cure any ambiguity,
(ii) to correct or supplement any provisions herein or
therein, which may be inconsistent with any other provisions herein or
therein or to correct any error,
(iii) to modify, eliminate or add to any of its provisions to
such extent as shall be necessary or desirable to maintain the
qualification of REMIC I, REMIC II, REMIC III or REMIC IV as REMICs at all
times that any Certificate is outstanding or to avoid or minimize the risk
of the imposition of any tax on the Trust Fund pursuant to the Code that
would be a claim against the Trust Fund, provided that the Trustee has
received an Opinion of Counsel to the effect that (A) such action is
necessary or desirable to maintain such qualification or to avoid or
minimize the risk of the imposition of any such tax and (B) such action
will not adversely affect in any material respect the interests of any
Certificateholder,
(iv) to change the timing and/or nature of deposits into the
Custodial Account or the Certificate Account or to change the name in
which the Custodial Account is maintained, provided that (A) the
Certificate Account Deposit Date shall in no event be later than the
related Distribution Date, (B) such change shall not, as evidenced by an
Opinion of Counsel, adversely affect in any material respect the interests
of any Certificateholder and (C) such change shall not result in a
reduction of the rating assigned to any Class of Certificates below the
lower of the then-current rating or the rating assigned to such
Certificates as of the Closing Date (without taking into account the
Policy), as evidenced by a letter from each Rating Agency to such effect,
(v) to modify, eliminate or add to the provisions of Section
5.02(f) or any other provision hereof restricting transfer of the Class R
Certificates by virtue of their being the "residual interests" in the
Trust Fund provided that (A) such change shall not result in reduction of
the rating assigned to any such Class of Certificates below the lower of
the then-current rating or the rating assigned to such Certificates as of
the Closing Date, as evidenced by a letter from each Rating Agency to such
effect, and (B) such change shall not, as evidenced by an Opinion of
Counsel (at the expense of the party seeking so to modify, eliminate or
add such provisions), cause the Trust Fund or any of the
Certificateholders
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(other than the transferor) to be subject to a federal tax caused by a
transfer to a Person that is not a Permitted Transferee, or
(vi) to make any other provisions with respect to matters or
questions arising under this Agreement or such Custodial Agreement which
shall not be materially inconsistent with the provisions of this
Agreement, provided that such action shall not, as evidenced by an Opinion
of Counsel, adversely affect in any material respect the interests of any
Certificateholder and is authorized or permitted under Section 11.09(d).
(b) This Agreement or any Custodial Agreement may also be amended
from time to time with the consent of the Insurer by the Depositor, the Master
Servicer, the Trustee and the Holders of Certificates evidencing in the
aggregate not less than 66% of the Percentage Interests of each Class of
Certificates affected thereby for the purpose of adding any provisions to or
changing in any manner or eliminating any of the provisions of this Agreement or
such Custodial Agreement OR OF MODIFYING IN ANY MANNER THE RIGHTS OF THE HOLDERS
OF CERTIFICATES OF SUCH CLASS; PROVIDED, HOWEVER, that no such amendment shall:
(i) reduce in any manner the amount of, or delay the timing
of, payments which are required to be distributed on any Certificate
without the consent of the Holder of such Certificate,
(ii) adversely affect in any material respect the interest of
the Holders of Certificates of any Class in a manner other than as
described in clause (i) hereof without the consent of Holders of
Certificates of such Class evidencing, as to such Class, Percentage
Interests aggregating not less than 66%, or
(iii) reduce the aforesaid percentage of Certificates of any
Class the Holders of which are required to consent to any such amendment,
in any such case without the consent of the Holders of all Certificates of
such Class then outstanding.
(c) Notwithstanding any contrary provision of this Agreement, the
Trustee shall not consent to any amendment to this Agreement unless it shall
have first received an Opinion of Counsel (at the expense of the party seeking
such amendment) to the effect that such amendment or the exercise of any power
granted to the Master Servicer, the Depositor or the Trustee in accordance with
such amendment will not result in the imposition of a federal tax on the Trust
Fund or cause REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as
REMICs at any time that any Certificate is outstanding. The Trustee may but
shall not be obligated to enter into any amendment pursuant to this Section that
affects its rights, duties and immunities and this agreement or otherwise;
provided however, such consent shall not be unreasonably withheld.
(d) Promptly after the execution of any such amendment the Trustee
shall furnish written notification of the substance of such amendment to each
Certificateholder. It shall not be necessary for the consent of
Certificateholders under this Section 11.01 to approve the particular form of
any proposed amendment, but it shall be sufficient if such consent shall approve
the
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substance thereof. The manner of obtaining such consents and of evidencing the
authorization of the execution thereof by Certificateholders shall be subject to
such reasonable regulations as the Trustee may prescribe.
(e) The Depositor shall have the option, in its sole discretion, to
obtain and deliver to the Trustee any corporate guaranty, payment obligation,
irrevocable letter of credit, surety bond, insurance policy or similar
instrument or a reserve fund, or any combination of the foregoing, for the
purpose of protecting the Holders of the Class R Certificates against any or all
Realized Losses or other shortfalls. Any such instrument or fund shall be held
by the Trustee for the benefit of the Class R Certificateholders, but shall not
be and shall not be deemed to be under any circumstances included in the REMIC.
To the extent that any such instrument or fund constitutes a reserve fund for
federal income tax purposes, (i) any reserve fund so established shall be an
outside reserve fund and not an asset of the REMIC, (ii) any such reserve fund
shall be owned by the Depositor, and (iii) amounts transferred by the REMIC to
any such reserve fund shall be treated as amounts distributed by the REMIC to
the Depositor or any successor, all within the meaning of Treasury regulations
Section 1.860G-2(h). In connection with the provision of any such instrument or
fund, this Agreement and any provision hereof may be modified, added to, deleted
or otherwise amended in any manner that is related or incidental to such
instrument or fund or the establishment or administration thereof, such
amendment to be made by written instrument executed or consented to by the
Depositor and such related insurer but without the consent of any
Certificateholder and without the consent of the Master Servicer or the Trustee
being required unless any such amendment would impose any additional obligation
on, or otherwise adversely affect the interests of the Certificateholders, the
Master Servicer or the Trustee, as applicable; provided that the Depositor
obtains an Opinion of Counsel (which need not be an opinion of Independent
counsel) to the effect that any such amendment will not cause (a) any federal
tax to be imposed on the Trust Fund, including without limitation, any federal
tax imposed on "prohibited transactions" under Section 860F(a)(1) of the Code or
on "contributions after the startup date" under Section 860G(d)(1) of the Code
and (b) any of REMIC I, REMIC II, REMIC III or REMIC IV to fail to qualify as a
REMIC at any time that any Certificate is outstanding. In the event that the
Depositor elects to provide such coverage in the form of a limited guaranty
provided by General Motors Acceptance Corporation, the Depositor may elect that
the text of such amendment to this Agreement shall be substantially in the form
attached hereto as Exhibit K (in which case Residential Funding's Subordinate
Certificate Loss Obligation as described in such exhibit shall be established by
Residential Funding's consent to such amendment) and that the limited guaranty
shall be executed in the form attached hereto as Exhibit L, with such changes as
the Depositor shall deem to be appropriate; it being understood that the Trustee
has reviewed and approved the content of such forms and that the Trustee's
consent or approval to the use thereof is not required.
SECTION 11.02. RECORDATION OF AGREEMENT; COUNTERPARTS.
(a) To the extent permitted by applicable law, this Agreement is
subject to recordation in all appropriate public offices for real property
records in all the counties or other comparable jurisdictions in which any or
all of the properties subject to the Mortgages are situated, and in any other
appropriate public recording office or elsewhere, such recordation to be
effected by the Master Servicer and at its expense on direction by the Trustee
(pursuant to the request of the
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Insurer or the Holders of Certificates entitled to at least 25% of the Voting
Rights), but only upon direction accompanied by an Opinion of Counsel to the
effect that such recordation materially and beneficially affects the interests
of the Certificateholders.
(b) For the purpose of facilitating the recordation of this
Agreement as herein provided and for other purposes, this Agreement may be
executed simultaneously in any number of counterparts, each of which
counterparts shall be deemed to be an original, and such counterparts shall
constitute but one and the same instrument.
SECTION 11.03. LIMITATION ON RIGHTS OF CERTIFICATEHOLDERS.
(a) The death or incapacity of any Certificateholder shall not
operate to terminate this Agreement or the Trust Fund, nor entitle such
Certificateholder's legal representatives or heirs to claim an accounting or to
take any action or proceeding in any court for a partition or winding up of the
Trust Fund, nor otherwise affect the rights, obligations and liabilities of any
of the parties hereto.
(b) No Certificateholder shall have any right to vote (except as
expressly provided herein) or in any manner otherwise control the operation and
management of the Trust Fund, or the obligations of the parties hereto, nor
shall anything herein set forth, or contained in the terms of the Certificates,
be construed so as to constitute the Certificateholders from time to time as
partners or members of an association; nor shall any Certificateholder be under
any liability to any third person by reason of any action taken by the parties
to this Agreement pursuant to any provision hereof.
(c) No Certificateholder shall have any right by virtue of any
provision of this Agreement to institute any suit, action or proceeding in
equity or at law upon or under or with respect to this Agreement, unless such
Holder previously shall have given to the Trustee and the Insurer a written
notice of default and of the continuance thereof, as hereinbefore provided, and
unless also the Holders of Certificates of any Class evidencing in the aggregate
not less than 25% of the related Percentage Interests of such Class, shall have
made written request upon the Trustee to institute such action, suit or
proceeding in its own name as Trustee hereunder and shall have offered to the
Trustee such reasonable indemnity as it may require against the costs, expenses
and liabilities to be incurred therein or thereby, and the Insurer shall have
given its written consent and the Trustee, for 60 days after its receipt of such
notice, request and offer of indemnity, shall have neglected or refused to
institute any such action, suit or proceeding it being understood and intended,
and being expressly covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of Certificates
of any Class shall have any right in any manner whatever by virtue of any
provision of this Agreement to affect, disturb or prejudice the rights of the
Holders of any other of such Certificates of such Class or any other Class, or
to obtain or seek to obtain priority over or preference to any other such
Holder, or to enforce any right under this Agreement, except in the manner
herein provided and for the common benefit of Certificateholders of such Class
or all Classes, as the case may be. For the protection and enforcement of the
provisions of this Section 11.03, each and every Certificateholder and the
Trustee shall be entitled to such relief as can be given either at law or in
equity.
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SECTION 11.04. GOVERNING LAW.
This agreement and the Certificates shall be governed by and
construed in accordance with the laws of the State of New York and the
obligations, rights and remedies of the parties hereunder shall be determined in
accordance with such laws.
SECTION 11.05. NOTICES.
All demands and notices hereunder shall be in writing and shall be
deemed to have been duly given if personally delivered at or mailed by
registered mail, postage prepaid (except for notices to the Trustee which shall
be deemed to have been duly given only when received), to (a) in the case of the
Depositor, 8400 Normandale Plaza, Suite 600, Minneapolis, Minnesota 55437,
Attention: President, or such other address as may hereafter be furnished to the
Master Servicer and the Trustee in writing by the Depositor; (b) in the case of
the Master Servicer, 10 Universal City Plaza, Suite 2100, Universal City,
California 91608, Attention: Bond Administration or such other address as may be
hereafter furnished to the Depositor and the Trustee by the Master Servicer in
writing; (c) in the case of the Trustee, 1 Bank One Plaza, Suite IL1-0126,
Chicago, Illinois 60670- 0126, Attention: Residential Asset Mortgage Products,
Inc. Series 2000-RZ1 or such other address as may hereafter be furnished to the
Depositor and the Master Servicer in writing by the Trustee; (d) in the case of
Standard & Poor's, 55 Water Street, New York, New York 10041 Attention: Mortgage
Surveillance or such other address as may be hereafter furnished to the
Depositor, Trustee and Master Servicer by Standard & Poor's; (e) in the case of
Fitch, One State Street Plaza, New York, New York 10004 or such other address as
may be hereafter furnished to the Depositor, the Trustee and the Master Servicer
in writing by Fitch; and (f) in the case of the Insurer, Ambac Assurance
Corporation, One State Street Plaza, New York, New York 10004, Attention:
Structured Finance--Mortgage Backed Securities or such other address as may be
hereafter furnished to the Depositor, the Trustee and the Master Servicer in
writing by the Insurer. Any notice required or permitted to be mailed to a
Certificateholder shall be given by first class mail, postage prepaid, at the
address of such holder as shown in the Certificate Register. Any notice so
mailed within the time prescribed in this Agreement shall be conclusively
presumed to have been duly given, whether or not the Certificateholder receives
such notice.
SECTION 11.06. NOTICES TO RATING AGENCIES AND THE INSURER.
The Depositor, the Master Servicer or the Trustee, as applicable,
shall notify each Rating Agency, the Insurer and each Subservicer at such time
as it is otherwise required pursuant to this Agreement to give notice of the
occurrence of, any of the events described in clause (a), (b), (c), (d), (g),
(h), (i) or (j) below or provide a copy to each Rating Agency and the Insurer at
such time as otherwise required to be delivered pursuant to this Agreement of
any of the statements described in clauses (e) and (f) below:
(i) a material change or amendment to this Agreement,
(ii) the occurrence of an Event of Default,
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(iii) the termination or appointment of a successor Master Servicer
or Trustee or a change in the majority ownership of the
Trustee,
(iv) the filing of any claim under the Master Servicer's blanket
fidelity bond and the errors and omissions insurance policy
required by Section 3.12 or the cancellation or modification
of coverage under any such instrument,
(v) the statement required to be delivered to the Holders of each
Class of Certificates pursuant to Section 4.03,
(vi) the statements required to be delivered pursuant to Sections
3.18 and 3.19,
(vii) a change in the location of the Custodial Account or the
Certificate Account,
(viii)the occurrence of any monthly cash flow shortfall to the
Holders of any Class of Certificates resulting from the
failure by the Master Servicer to make an Advance pursuant to
Section 4.04 or the failure by the Master Servicer to meet the
Annual Servicing Test,
(ix) the occurrence of the Final Distribution Date, and
(x) the repurchase of or substitution for any Mortgage Loan,
PROVIDED, HOWEVER, that with respect to notice of the occurrence of the events
described in clauses (d), (g) or (h) above, the Master Servicer shall provide
prompt written notice to each Rating Agency, the Insurer and the Subservicer of
any such event known to the Master Servicer.
In addition to the above delivery requirements, the Depositor, the
Master Servicer or the Trustee, as applicable, shall provide a copy to the
Insurer, at such time as it otherwise is required to deliver pursuant to this
Agreement, of any other written confirmation, written notice or legal opinion.
SECTION 11.07. SEVERABILITY OF PROVISIONS.
If any one or more of the covenants, agreements, provisions or terms
of this Agreement shall be for any reason whatsoever held invalid, then such
covenants, agreements, provisions or terms shall be deemed severable from the
remaining covenants, agreements, provisions or terms of this Agreement and shall
in no way affect the validity or enforceability of the other provisions of this
Agreement or of the Certificates or the rights of the Holders thereof or the
Insurer.
SECTION 11.08. SUPPLEMENTAL PROVISIONS FOR RESECURITIZATION.
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(a) This Agreement may be supplemented by means of the addition of a
separate Article hereto (a "Supplemental Article") for the purpose of
resecuritizing any of the Certificates issued hereunder, under the following
circumstances. With respect to any Class or Classes of Certificates issued
hereunder, or any portion of any such Class, as to which the Depositor or any of
its Affiliates (or any designee thereof) is the registered Holder (the
"Resecuritized Certificates"), the Depositor may deposit such Resecuritized
Certificates into a new REMIC, grantor trust, FASIT or custodial arrangement (a
"Restructuring Vehicle") to be held by the Trustee pursuant to a Supplemental
Article. The instrument adopting such Supplemental Article shall be executed by
the Depositor, the Master Servicer and the Trustee; provided, that neither the
Master Servicer nor the Trustee shall withhold their consent thereto if their
respective interests would not be materially adversely affected thereby. To the
extent that the terms of the Supplemental Article do not in any way affect any
provisions of this Agreement as to any of the Certificates initially issued
hereunder, the adoption of the Supplemental Article shall not constitute an
"amendment" of this Agreement.
Each Supplemental Article shall set forth all necessary provisions
relating to the holding of the Resecuritized Certificates by the Trustee, the
establishment of the Restructuring Vehicle, the issuing of various classes of
new certificates by the Restructuring Vehicle and the distributions to be made
thereon, and any other provisions necessary to the purposes thereof. In
connection with each Supplemental Article, the Depositor shall deliver to the
Trustee an Opinion of Counsel to the effect that (i) the Restructuring Vehicle
will qualify as a REMIC, grantor trust, FASIT or other entity not subject to
taxation for federal income tax purposes and (ii) the adoption of the
Supplemental Article will not endanger the status of any of REMIC I, REMIC II,
REMIC III or REMIC IV as a REMIC or result in the imposition of a tax upon the
Trust Fund (including but not limited to the tax on prohibited transaction as
defined in Section 860F(a)(2) of the Code and the tax on contributions to a
REMIC as set forth in Section 860G(d) of the Code.
SECTION 11.09. RIGHTS OF THE INSURER.
(a) The Insurer is an express third-party beneficiary of this
Agreement.
(b) On each Distribution Date the Trustee shall forward to the
Insurer a copy of the reports furnished to the Class A Certificateholders and
the Depositor on such Distribution Date.
(c) The Trustee shall provide to the Insurer copies of any report,
notice, Opinion of counsel, Officer's Certificate, request for consent or
request for amendment to any document related hereto promptly upon the Trustee's
production or receipt thereof.
(d) Unless an Insurer Default exists, the Trustee and the Depositor
shall not agree to any amendment to this Agreement without first having obtained
the prior written consent of the Insurer, which consent shall not be
unreasonably withheld.
(e) So long as there does not exist a failure by the Insurer to make
a required payment under the Policy, the Insurer shall have the right to
exercise all rights of the Holders of the
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Class A Certificates under this Agreement without any consent of such Holders,
and such Holders may exercise such rights only with the prior written consent of
the Insurer, except as provided herein.
(f) The Insurer shall not be entitled to exercise any of its rights
hereunder so long as there exists a failure by the Insurer to make a required
payment under the Policy.
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IN WITNESS WHEREOF, the Depositor, the Master Servicer and the
Trustee have caused their names to be signed hereto by their respective officers
thereunto duly authorized and their respective seals, duly attested, to be
hereunto affixed, all as of the date and year first above written.
RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
[SEAL] BY: /S/ JULIE STEINHAGEN
Name: Julie Steinhagen
Title:Vice President
ATTEST: /S/ RANDY VAN ZEE
Name: Randy Van Zee
Title:Vice President
RESIDENTIAL FUNDING CORPORATION
[SEAL] BY: /S/ RANDY VAN ZEE
Name: Randy Van Zee
Title:Director
ATTEST: /S/ JULIE STEINHAGEN
Name: Julie Steinhagen
Title:Director
BANK ONE, NATIONAL ASSOCIATION,
as Trustee
[SEAL] BY: /S/ STEVEN M. WAGNER
Name: Steven M. Wagner
Title: First Vice President
ATTEST: /S/ R. J. BRUNER
Name:R. J. Bruner
Title:Vice President
126
<PAGE>
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the 24th day of February, 2000 before me, a notary public in and for
said State, personally appeared __________________, known to me to be a
_____________ of Residential Asset Mortgage Products, Inc., Inc., one of the
corporations that executed the within instrument, and also known to me to be the
person who executed it on behalf of said corporation, and acknowledged to me
that such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official
seal the day and year in this certificate first above written.
Notary Public
[Notarial Seal]
127
<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 24th day of February 2000 before me, a notary public in and for
said State, personally appeared Randy Van Zee, known to me to be a Director of
Residential Funding Corporation, one of the corporations that executed the
within instrument, and also known to me to be the person who executed it on
behalf of said corporation, and acknowledged to me that such corporation
executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official
seal the day and year in this certificate first above written.
Notary Public
[Notarial Seal]
128
<PAGE>
STATE OF )
) ss.:
COUNTY OF )
On the 24th day of February 2000 before me, a notary public in and for
said State, personally appeared ________________, known to me to be a First Vice
President of Bank One, National Association, a national banking corporation that
executed the within instrument, and also known to me to be the person who
executed it on behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official
seal the day and year in this certificate first above written.
Notary Public
[Notarial Seal]
1
<PAGE>
EXHIBIT A
FORM OF CLASS A CERTIFICATE
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "REGULAR
INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF
1986.
NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE MADE TO ANY
PLAN SUBJECT TO ERISA OR SECTION 4975 OF THE CODE, ANY PERSON ACTING, DIRECTLY
OR INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON ACQUIRING SUCH
CERTIFICATES WITH "PLAN ASSETS" OF A PLAN WITHIN THE MEANING OF THE DEPARTMENT
OF LABOR REGULATION PROMULGATED AT 29 C.F.R. ss.2510.3-101 ("PLAN ASSETS"). ANY
TRANSFEREE OF THIS CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED TO
REPRESENT THAT IT COMPLIES WITH THIS RESTRICTION.
A-1
<PAGE>
Class A-__ Senior Certificate No. 1
[___]% Pass-Through Rate
Date of Pooling and Servicing Percentage Interest: 100%
Agreement and Cut-off Date:
February 1, 2000
First Distribution Date: Aggregate Initial Certificate Principal
March 27, 2000 Balance of the Class A-__
CERTIFICATES: $
Master Servicer: Initial Certificate Principal Balance
Residential Funding Corporation of this Class A-__ Certificate:
$
ASSUMED FINAL DISTRIBUTION DATE: CUSIP:
October 25, 2029
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE
SERIES 2000-RZ1
evidencing a percentage interest in the distributions allocable to
the Class A-__ Certificates with respect to a Trust Fund consisting
primarily of a pool of conventional one- to four-family fixed
interest rate, first lien mortgage loans sold by RESIDENTIAL ASSET
MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund, and
does not represent an obligation of or interest in Residential Asset Mortgage
Products, Inc., the Master Servicer, the Trustee referred to below or GMAC
Mortgage Group, Inc. or any of their affiliates. Neither this Certificate nor
the underlying Mortgage Loans are guaranteed or insured by any governmental
agency or instrumentality or by Residential Asset Mortgage Products, Inc., the
Master Servicer, the Trustee or GMAC Mortgage Group, Inc. or any of their
affiliates. None of the Depositor, the Master Servicer, GMAC Mortgage Group,
Inc. or any of their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from payments on the
Certificates.
This certifies that Cede & Co. is the registered owner of the Percentage
Interest evidenced by this Certificate in certain distributions with respect to
the Trust Fund consisting primarily of an interest in a pool of conventional
one- to four-family fixed interest rate, first lien mortgage loans (the
"Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc.
(hereinafter called the "Depositor," which term includes any successor entity
under the Agreement referred to below). The Trust Fund was created pursuant to a
Pooling and Servicing Agreement dated as specified above (the "Agreement") among
the Depositor, the Master Servicer and Bank One, National Association, as
trustee (the "Trustee"), a summary of certain of the pertinent provisions of
which is set forth hereafter. To the extent not defined herein, the capitalized
terms used herein have the meanings assigned in the Agreement. This Certificate
is issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the
acceptance hereof assents and by which such Holder is bound.
A-2
<PAGE>
Pursuant to the terms of the Agreement, a distribution will be made on the
25th day of each month or, if such 25th day is not a Business Day, the Business
Day immediately following (the "Distribution Date"), commencing as described in
the Agreement, to the Person in whose name this Certificate is registered at the
close of business on the last day (or if such last day is not a Business Day,
the Business Day immediately preceding such last day) of the month immediately
preceding the month of such distribution (the "Record Date"), from the related
Available Distribution Amount in an amount equal to the product of the
Percentage Interest evidenced by this Certificate and the amount of interest and
principal, if any, required to be distributed to Holders of Class A-__
Certificates on such Distribution Date.
Distributions on this Certificate will be made either by the Master
Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the
Trustee in immediately available funds (by wire transfer or otherwise) for the
account of the Person entitled thereto if such Person shall have so notified the
Master Servicer or such Paying Agent, or by check mailed to the address of the
Person entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on this Certificate will
be made after due notice of the pendency of such distribution and only upon
presentation and surrender of this Certificate at the office or agency appointed
by the Trustee for that purpose in the City and State of New York. The Initial
Certificate Principal Balance of this Certificate is set forth above. The
Certificate Principal Balance hereof will be reduced to the extent of
distributions allocable to principal and any Realized Losses allocable hereto.
This Certificate is one of a duly authorized issue of Certificates issued
in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates
of the Series specified hereon (herein collectively called the "Certificates").
This Certificate is entitled to the benefits of an irrevocable and
unconditional financial guaranty insurance policy issued by Ambac Assurance
Corporation (the "Policy").
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans and the Policy, all as more
specifically set forth herein and in the Agreement. In the event Master Servicer
funds are advanced with respect to any Mortgage Loan, such advance is
reimbursable to the Master Servicer, to the extent provided in the Agreement,
from related recoveries on such Mortgage Loan or from other cash that would have
been distributable to Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders and
the Insurer may be made by the Master Servicer from time to time for purposes
other than distributions to Certificateholders, such purposes including without
limitation reimbursement to the Depositor and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by
A-3
<PAGE>
the Depositor, the Master Servicer and the Trustee with the consent of the
Holders of Certificates evidencing in the aggregate not less than 66% of the
Percentage Interests of each Class of Certificates affected thereby and the
Insurer. Any such consent by the Holder of this Certificate shall be conclusive
and binding on such Holder and upon all future holders of this Certificate and
of any Certificate issued upon the transfer hereof or in exchange herefor or in
lieu hereof whether or not notation of such consent is made upon the
Certificate. The Agreement also permits the amendment thereof in certain
circumstances without the consent of the Holders of any of the Certificates and,
in certain additional circumstances, without the consent of the Holders of
certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
offices or agencies appointed by the Trustee in the City and State of New York,
duly endorsed by, or accompanied by an assignment in the form below or other
written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by the Holder hereof or such Holder's
attorney duly authorized in writing, and thereupon one or more new Certificates
of authorized denominations evidencing the same Class and aggregate Percentage
Interest will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement. As provided
in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, and the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee or
the Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance with the
laws of the State of New York.
The obligations created by the Agreement in respect of the Certificates
and the Trust Fund created thereby shall terminate upon the payment to
Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
or the Depositor from the Trust Fund of all remaining Mortgage Loans and all
property acquired in respect of such Mortgage Loans, thereby effecting early
retirement of the related Certificates. The Agreement permits, but does not
require, the Master
A-4
<PAGE>
Servicer (i) to purchase, at a price determined as provided in the Agreement,
all remaining Mortgage Loans and all property acquired in respect of any
Mortgage Loan or (ii) to purchase in whole, but not in part, all of the Class A
and Class SB Certificates from the Holders thereof; provided, that any such
option may only be exercised if the aggregate Stated Principal Balance of the
Mortgage Loans, as applicable, as of the Distribution Date upon which the
proceeds of any such purchase are distributed is less than ten percent of the
Cut-off Date Principal Balance of the Mortgage Loans, as applicable.
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
A-5
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
BANK ONE, NATIONAL ASSOCIATION,
as Trustee
BY:
Authorized Signatory
Dated: February 24, 2000
CERTIFICATE OF AUTHENTICATION
This is one of the Class A-__ Certificates referred to in the
within-mentioned Agreement.
BANK ONE, NATIONAL ASSOCIATION,
as Certificate Registrar
BY:
Authorized Signatory
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and
transfer(s) unto
_____________________________________________________________________________
_____________________________________________________________________________
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new Certificate
of a like denomination and Class, to the above named assignee and deliver such
Certificate to the following address:
_________________________________________________________________________
DATED:
Signature by or on behalf of assignor
_____________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds TO ______________FOR THE ACCOUNT OF __________________ ACCOUNT
NUMBER ____________________, OR IF MAILED BY CHECK TO ________________________.
APPLICABLE STATEMENTS SHOULD BE MAILED TO ________________________.
THIS INFORMATION IS PROVIDED BY ______________________, the assignee NAMED
ABOVE, OR ______________________ , as its agent.
<PAGE>
EXHIBIT B
FORM OF CLASS SB CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS A
CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED HEREIN).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A
"REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT," AS THOSE
TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL
REVENUE CODE OF 1986.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY
NOT BE RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND
LAWS OR IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM
REGISTRATION UNDER SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN
ACCORDANCE WITH THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING
AGREEMENT (THE "AGREEMENT").
NO TRANSFER OF THIS CERTIFICATE OR ANY INTEREST HEREIN SHALL BE MADE
TO ANY PLAN SUBJECT TO ERISA OR SECTION 4975 OF THE CODE, ANY PERSON ACTING,
DIRECTLY OR INDIRECTLY, ON BEHALF OF ANY SUCH PLAN OR ANY PERSON ACQUIRING SUCH
CERTIFICATES WITH "PLAN ASSETS" OF A PLAN WITHIN THE MEANING OF THE DEPARTMENT
OF LABOR REGULATION PROMULGATED AT 29 C.F.R. ss.2510.3-101 ("PLAN ASSETS")
UNLESS EITHER (I) THE DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER ARE
PROVIDED WITH AN OPINION OF COUNSEL WHICH ESTABLISHES TO THE SATISFACTION OF THE
DEPOSITOR, THE TRUSTEE AND THE MASTER SERVICER THAT THE PURCHASE OF THIS
CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT
IN ANY PROHIBITED TRANSACTION UNDER ERISA OR SECTION 4975 OF THE CODE AND WILL
NOT SUBJECT THE DEPOSITOR, THE MASTER SERVICER, THE TRUSTEE OR THE TRUST FUND TO
ANY OBLIGATION OR LIABILITY (INCLUDING OBLIGATIONS OR LIABILITIES UNDER ERISA OR
SECTION 4975 OF THE CODE) IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT,
WHICH OPINION OF COUNSEL SHALL NOT BE AN EXPENSE OF THE DEPOSITOR, THE MASTER
SERVICER, THE TRUSTEE OR THE TRUST FUND OR (II) THE TRUSTEE IS PROVIDED WITH A
CERTIFICATION PURSUANT TO SECTION 5.02(e) OF THE AGREEMENT IN THE FORM OF
EXHIBIT O TO THE AGREEMENT, WHICH THE TRUSTEE MAY RELY UPON WITHOUT FURTHER
INQUIRY OR INVESTIGATION.
[THE FOLLOWING INFORMATION IS PROVIDED SOLELY FOR THE
PURPOSES OF APPLYING THE U.S. FEDERAL INCOME TAX ORIGINAL ISSUE DISCOUNT
("OID") RULES TO THIS CERTIFICATE. THE ISSUE DATE OF THIS CERTIFICATE IS
FEBRUARY 24, 2000. ASSUMING THAT THE MORTGAGE LOANS PREPAY AT __% OF
B-1
<PAGE>
THE CONSTANT PREPAYMENT RATE (AS DESCRIBED IN THE PROSPECTUS SUPPLEMENT), THIS
CERTIFICATE HAS BEEN ISSUED WITH NO MORE THAN $______ OF OID PER $________ OF
INITIAL CERTIFICATE PRINCIPAL BALANCE, THE YIELD TO MATURITY IS _______% AND THE
AMOUNT OF OID ATTRIBUTABLE TO THE INITIAL ACCRUAL PERIOD IS NO MORE THAN $_____
PER $_________ OF INITIAL CERTIFICATE PRINCIPAL BALANCE, COMPUTED USING THE
APPROXIMATE METHOD. NO REPRESENTATION IS MADE THAT THE MORTGAGE LOANS WILL
PREPAY AT A RATE BASED ON THE CONSTANT PREPAYMENT RATE OR AT ANY OTHER RATE.]
B-2
<PAGE>
Certificate No. 1
Class SB Subordinate
Date of Pooling and Servicing Percentage Interest: 100%
Agreement and Cut-off Date:
February 1, 2000
First Distribution Date: Aggregate Certificate Principal Balance
March 27, 2000 of the Class SB Certificates:
$_________________
Master Servicer: Initial Certificate Principal Balance
Residential Funding Corporation of this Certificate: $__________
Assumed Final CUSIP:____________
Distribution Date:
October 25, 2029
MORTGAGE PASS-THROUGH CERTIFICATE
SERIES 2000-RZ1
evidencing a percentage interest in the distributions allocable to the
Class SB Certificates with respect to a Trust Fund consisting primarily of
a pool of conventional one- to four-family fixed interest rate first
mortgage loans sold by RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust
Fund, and does not represent an obligation of or interest in Residential Asset
Mortgage Products, Inc., the Master Servicer, the Trustee referred to below or
any of their affiliates. Neither this Certificate nor the underlying Mortgage
Loans are guaranteed or insured by any governmental agency or instrumentality or
by Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee
or any of their affiliates. None of the Depositor, the Master Servicer or any of
their affiliates will have any obligation with respect to any certificate or
other obligation secured by or payable from payments on the Certificates.
This certifies that _____________ is the registered owner of the
Percentage Interest evidenced by this Certificate in certain distributions with
respect to the Trust Fund consisting primarily of an interest in a pool of
conventional one- to four-family fixed interest rate first mortgage loans (the
"Mortgage Loans"), sold by Residential Asset Mortgage Products, Inc.
(hereinafter called the "Depositor," which term includes any successor entity
under the Agreement referred to below). The Trust Fund was created pursuant to a
Pooling and Servicing Agreement dated as specified above (the "Agreement") among
the Depositor, the Master Servicer and Bank One, National Association, as
trustee (the "Trustee"), a summary of certain of the pertinent provisions of
which is set forth hereafter. To the extent not defined herein, the capitalized
terms used herein have the meanings
B-3
<PAGE>
assigned in the Agreement. This Certificate is issued under and is subject to
the terms, provisions and conditions of the Agreement, to which Agreement the
Holder of this Certificate by virtue of the acceptance hereof assents and by
which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made
on the 25th day of each month or, if such 25th day is not a Business Day, the
Business Day immediately following (the "Distribution Date"), commencing as
described in the Agreement, to the Person in whose name this Certificate is
registered at the close of business on the last day (or if such last day is not
a Business Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution (the "Record Date"),
from the Available Distribution Amount in an amount equal to the product of the
Percentage Interest evidenced by this Certificate and the amount of interest and
principal, if any, required to be distributed to Holders of Class SB
Certificates on such Distribution Date.
Distributions on this Certificate will be made either by the Master
Servicer acting on behalf of the Trustee or by a Paying Agent appointed by the
Trustee in immediately available funds (by wire transfer or otherwise) for the
account of the Person entitled thereto if such Person shall have so notified the
Master Servicer or such Paying Agent, or by check mailed to the address of the
Person entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on this
Certificate will be made after due notice of the pendency of such distribution
and only upon presentation and surrender of this Certificate at the office or
agency appointed by the Trustee for that purpose in the City and State of New
York. The Initial Certificate Principal Balance of this Certificate is set forth
above. The Certificate Principal Balance hereof will be reduced to the extent of
Payments of principal on the Mortgage Loans and any Realized Losses incurred in
respect thereof.
No transfer of this Class SB Certificate will be made unless such
transfer is exempt from the registration requirements of the Securities Act of
1933, as amended, and any applicable state securities laws or is made in
accordance with said Act and laws. In the event that such a transfer is to be
made, (i) the Trustee or the Depositor may require an opinion of counsel
acceptable to and in form and substance satisfactory to the Trustee and the
Depositor that such transfer is exempt (describing the applicable exemption and
the basis therefor) from or is being made pursuant to the registration
requirements of the Securities Act of 1933, as amended, and of any applicable
statute of any state and (ii) the transferee shall execute an investment letter
in the form described by the Agreement. The Holder hereof desiring to effect
such transfer shall, and does hereby agree to, indemnify the Trustee, the
Depositor, the Master Servicer and the Certificate Registrar acting on behalf of
the Trustee against any liability that may result if the transfer is not so
exempt or is not made in accordance with such Federal and state laws.
No transfer of this Certificate or any interest herein shall be made
to any Plan subject to ERISA or Section 4975 of the Code, any Person acting,
directly or indirectly, on behalf of any such Plan or any Person acquiring such
Certificates with "plan assets" of a Plan within the meaning of the Department
of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets")
unless the Depositor, the Trustee and the Master Servicer are provided with an
Opinion of Counsel which establishes to the satisfaction of the Depositor, the
Trustee and the Master Servicer that the purchase
B-4
<PAGE>
of this Certificate is permissible under applicable law, will not constitute or
result in any prohibited transaction under ERISA or Section 4975 of the Code and
will not subject the Depositor, the Master Servicer, the Trustee or the Trust
Fund to any obligation or liability (including obligations or liabilities under
ERISA or Section 4975 of the Code) in addition to those undertaken in the
Agreement, which Opinion of Counsel shall not be an expense of the Depositor,
the Master Servicer, the Trustee or the Trust Fund. In lieu of such Opinion of
Counsel, a Plan, any Person acting, directly or indirectly, on behalf of any
such Plan or any Person acquiring this Certificate with Plan Assets of a Plan
may provide a certification in the form of Exhibit O to the Agreement, which the
Trustee may rely upon without further inquiry or investigation.
This Certificate is one of a duly authorized issue of Certificates
issued in several Classes designated as Mortgage Asset-Backed Pass-Through
Certificates of the Series specified hereon (herein collectively called the
"Certificates").
The Certificates are limited in right of payment to certain
collections and recoveries respecting the Mortgage Loans, all as more
specifically set forth herein and in the Agreement. In the event Master Servicer
funds are advanced with respect to any Mortgage Loan, such advance is
reimbursable to the Master Servicer, to the extent provided in the Agreement,
from related recoveries on such Mortgage Loan or from other cash that would have
been distributable to Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders and
the Insurer may be made by the Master Servicer from time to time for purposes
other than distributions to Certificateholders, such purposes including without
limitation reimbursement to the Depositor and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by the Depositor, the
Master Servicer and the Trustee with the consent of the Insurer and the Holders
of Certificates evidencing in the aggregate not less than 66% of the Percentage
Interests of each Class of Certificates affected thereby and the Insurer. Any
such consent by the Holder of this Certificate shall be conclusive and binding
on such Holder and upon all future holders of this Certificate and of any
Certificate issued upon the transfer hereof or in exchange herefor or in lieu
hereof whether or not notation of such consent is made upon the Certificate. The
Agreement also permits the amendment thereof in certain circumstances without
the consent of the Holders of any of the Certificates and, in certain additional
circumstances, without the consent of the Holders of certain Classes of
Certificates.
As provided in the Agreement and subject to certain limitations
therein set forth, the transfer of this Certificate is registrable in the
Certificate Register upon surrender of this Certificate for registration of
transfer at the offices or agencies appointed by the Trustee in the City and
State of New York, duly endorsed by, or accompanied by an assignment in the form
below or other written instrument of transfer in form satisfactory to the
Trustee and the Certificate Registrar duly executed by the Holder hereof or such
Holder's attorney duly authorized in writing, and thereupon one or more
B-5
<PAGE>
new Certificates of authorized denominations evidencing the same Class and
aggregate Percentage Interest will be issued to the designated transferee or
transferees.
The Certificates are issuable only as registered Certificates
without coupons in Classes and in denominations specified in the Agreement. As
provided in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer
or exchange, but the Trustee may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, the Certificate
Registrar and any agent of the Depositor, the Master Servicer, the Trustee, the
Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance
with the laws of the State of New York.
The obligations created by the Agreement in respect of the
Certificates and the Trust Fund created thereby shall terminate upon the payment
to Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
or the Depositor from the Trust Fund of all remaining Mortgage Loans and all
property acquired in respect of such Mortgage Loans, thereby effecting early
retirement of the Certificates. The Agreement permits, but does not require, the
Master Servicer (i) to purchase, at a price determined as provided in the
Agreement, all remaining Mortgage Loans and all property acquired in respect of
any Mortgage Loan or (ii) to purchase in whole, but not in part, all of the
Class A and Class SB Certificates from the Holders thereof; provided, that any
such option may only be exercised if the aggregate Stated Principal Balance of
the Mortgage Loans as of the Distribution Date upon which the proceeds of any
such purchase are distributed is less than ten percent of the Cut-off Date
Principal Balance of the Mortgage Loans.
Reference is hereby made to the further provisions of this
Certificate set forth on the reverse hereof, which further provisions shall for
all purposes have the same effect as if set forth at this place.
Unless the certificate of authentication hereon has been executed by
the Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
B-6
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be
duly executed.
Dated: February 24, 2000 BANK ONE, NATIONAL ASSOCIATION, as
Trustee
By:_________________________________________
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class SB Certificates referred to in the
within-mentioned Agreement.
BANK ONE, NATIONAL ASSOCIATION, as
Certificate Registrar
BY:
Authorized Signatory
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and
transfer(s) UNTO _____________________________ (Please print or typewrite name
and address including postal zip code of assignee) a Percentage Interest
evidenced by the within Mortgage Pass-Through Certificate and hereby authorizes
the transfer of registration of such interest to assignee on the Certificate
Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new
Certificate of a like denomination and Class, to the above named assignee and
deliver such Certificate to the following ADDRESS:
DATED:
Signature by or on behalf of assignor
____________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds TO ______________FOR THE ACCOUNT OF __________________ ACCOUNT
NUMBER ____________________, OR IF MAILED BY CHECK TO ________________________.
APPLICABLE STATEMENTS SHOULD BE MAILED TO ________________________.
THIS INFORMATION IS PROVIDED BY ______________________, the assignee NAMED
ABOVE, OR ______________________ , as its agent.
<PAGE>
EXHIBIT C
[RESERVED]
C-1
<PAGE>
EXHIBIT D
FORM OF CLASS R CERTIFICATE
THE CLASS [R-I] [R-II] [R-III] [R-IV] CERTIFICATE WILL NOT BE ENTITLED TO
PAYMENTS CONSTITUTING THE AVAILABLE DISTRIBUTION AMOUNT UNTIL SUCH TIME AS
DESCRIBED IN THE POOLING AND SERVICING AGREEMENT REFERRED TO HEREIN (THE
"AGREEMENT").
THIS CLASS [R-I] [R-II] [R-III] [R-IV] CERTIFICATE IS SUBORDINATE TO THE CLASS A
CERTIFICATES, TO THE EXTENT DESCRIBED HEREIN AND IN THE AGREEMENT.
THIS CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED STATES PERSON
OR A DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS A "RESIDUAL
INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT CONDUIT" AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF
1986 (THE "CODE").
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE
RESOLD OR TRANSFERRED UNLESS IT IS REGISTERED PURSUANT TO SUCH ACT AND LAWS OR
IS SOLD OR TRANSFERRED IN TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER
SUCH ACT AND UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH
THE PROVISIONS OF SECTION 5.02 OF THE POOLING AND SERVICING AGREEMENT (THE
"AGREEMENT").
NO TRANSFER OF THIS CERTIFICATE MAY BE MADE TO ANY PERSON, UNLESS THE TRANSFEREE
PROVIDES EITHER A CERTIFICATION PURSUANT TO SECTION 5.02(e) OF THE AGREEMENT OR
AN OPINION OF COUNSEL SATISFACTORY TO THE MASTER SERVICER, THE DEPOSITOR AND THE
TRUSTEE THAT THE PURCHASE OF THIS CERTIFICATE WILL NOT CONSTITUTE OR RESULT IN A
NON-EXEMPT PROHIBITED TRANSACTION UNDER SECTION 406 OF THE EMPLOYEE RETIREMENT
INCOME SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE CODE
AND WILL NOT SUBJECT THE MASTER SERVICER, THE DEPOSITOR OR THE TRUSTEE TO ANY
OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY BE MADE ONLY
IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER AFFIDAVIT TO THE MASTER SERVICER
AND THE TRUSTEE THAT (1) SUCH TRANSFEREE IS NOT (A) THE UNITED STATES, ANY STATE
OR POLITICAL SUBDIVISION THEREOF, ANY FOREIGN GOVERNMENT, ANY INTERNATIONAL
ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE FOREGOING, (B) ANY
ORGANIZATION (OTHER THAN A COOPERATIVE DESCRIBED IN SECTION 521 OF THE CODE)
WHICH IS
D-1
<PAGE>
EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS
SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY ORGANIZATION
DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (ANY SUCH PERSON DESCRIBED IN
THE FOREGOING CLAUSES (A), (B) OR (C) BEING HEREIN REFERRED TO AS A
"DISQUALIFIED ORGANIZATION") OR (D) AN AGENT OF A DISQUALIFIED ORGANIZATION, (2)
NO PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND
(3) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL CONDITIONS RELATING TO THE
FINANCIAL CONDITION OF THE PROPOSED TRANSFEREE. NOTWITHSTANDING THE REGISTRATION
IN THE CERTIFICATE REGISTER OR ANY TRANSFER, SALE OR OTHER DISPOSITION OF THIS
CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED
ORGANIZATION, SUCH REGISTRATION SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR
EFFECT WHATSOEVER AND SUCH PERSON SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER
FOR ANY PURPOSE HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF
DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THIS CERTIFICATE BY ACCEPTANCE
OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE CONSENTED TO THE PROVISIONS OF THIS
PARAGRAPH.
D-2
<PAGE>
Class [R-I] [R-II] [R-III] [R-IV] Certificate No. 1
Date of Pooling and Servicing Percentage Interest: 100%
Agreement and Cut-off Date:
February 1, 2000
First Distribution Date: Initial Certificate Principal
March 27, 2000 Balance of this Certificate: $0.00
Master Servicer: CUSIP:____________
Residential Funding Corporation
MORTGAGE ASSET-BACKED PASS-THROUGH CERTIFICATE,
SERIES 2000-RZ1
evidencing a percentage interest in any distributions allocable to the
Class [R-I] [R-II] [R-III] [R-IV] Certificates with respect to the Trust
Fund consisting primarily of a pool of conventional one- to four-family
fixed interest rate, first lien mortgage loans sold by RESIDENTIAL
MORTGAGE PRODUCTS, INC.
This Certificate is payable solely from the assets of the Trust Fund and
does not represent an obligation of or interest in Residential Asset Mortgage
Products, Inc., the Master Servicer, the Trustee referred to below or any of
their affiliates. Neither this Certificate nor the underlying Mortgage Loans are
guaranteed or insured by any governmental agency or instrumentality or by
Residential Asset Mortgage Products, Inc., the Master Servicer, the Trustee or
any of their affiliates. None of the Depositor, the Master Servicer or any of
their affiliates will have any obligation with respect to any certificate or
other obligation secured by or payable from payments on the Certificates.
This certifies that _________________ is the registered owner of the
Percentage Interest evidenced by this Certificate in certain distributions with
respect to the Trust Fund consisting primarily of a pool of conventional one- to
four-family fixed interest rate, first lien mortgage loans (the "Mortgage
Loans"), sold by Residential Asset Mortgage Products, Inc. (hereinafter called
the "Depositor," which term includes any successor entity under the Agreement
referred to below). The Trust Fund was created pursuant to a Pooling and
Servicing Agreement dated as specified above (the "Agreement") among the
Depositor, the Master Servicer and Bank One, National Association, as trustee
(the "Trustee"), a summary of certain of the pertinent provisions of which is
set forth hereafter. To the extent not defined herein, the capitalized terms
used herein have the meanings assigned in the Agreement. This Certificate is
issued under and is subject to the terms, provisions and conditions of the
Agreement, to which Agreement the Holder of this Certificate by virtue of the
acceptance hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution will be made on the
25th day of each month or, if such 25th day is not a Business Day, the Business
Day immediately following (the "Distribution Date"), commencing as described in
the Agreement, to the Person in whose name this Certificate is registered at the
close of business on the last day (or if such last day is not a Business Day,
the Business Day immediately preceding such last day) of the month immediately
preceding
D-3
<PAGE>
the month of such distribution (the "Record Date"), from the related Available
Distribution Amount in an amount equal to the product of the Percentage Interest
evidenced by this Certificate and the amount of interest and principal, if any,
required to be distributed to Holders of Class R Certificates on such
Distribution Date.
Each Holder of this Certificate will be deemed to have agreed to be bound
by the restrictions set forth in the Agreement to the effect that (i) each
person holding or acquiring any Ownership Interest in this Certificate must be a
United States Person and a Permitted Transferee, (ii) the transfer of any
Ownership Interest in this Certificate will be conditioned upon the delivery to
the Trustee of, among other things, an affidavit to the effect that it is a
United States Person and Permitted Transferee, (iii) any attempted or purported
transfer of any Ownership Interest in this Certificate in violation of such
restrictions will be absolutely null and void and will vest no rights in the
purported transferee, and (iv) if any person other than a United States Person
and a Permitted Transferee acquires any Ownership Interest in this Certificate
in violation of such restrictions, then the Master Servicer will have the right,
in its sole discretion and without notice to the Holder of this Certificate, to
sell this Certificate to a purchaser selected by the Master Servicer, which
purchaser may be the Master Servicer, or any affiliate of the Master Servicer,
on such terms and conditions as the Master Servicer may choose.
Notwithstanding the above, the final distribution on this Certificate will
be made after due notice of the pendency of such distribution and only upon
presentation and surrender of this Certificate at the office or agency appointed
by the Trustee for that purpose in the City and State of New York. The Holder of
this Certificate may have additional obligations with respect to this
Certificate, including tax liabilities.
No transfer of this Class [R-I] [R-II] [R-III] [R-IV] Certificate will be
made unless such transfer is exempt from the registration requirements of the
Securities Act of 1933, as amended, and any applicable state securities laws or
is made in accordance with said Act and laws. In the event that such a transfer
is to be made, (i) the Trustee or the Depositor may require an opinion of
counsel acceptable to and in form and substance satisfactory to the Trustee and
the Depositor that such transfer is exempt (describing the applicable exemption
and the basis therefor) from or is being made pursuant to the registration
requirements of the Securities Act of 1933, as amended, and of any applicable
statute of any state and (ii) the transferee shall execute an investment letter
in the form described by the Agreement. The Holder hereof desiring to effect
such transfer shall, and does hereby agree to, indemnify the Trustee, the
Depositor, the Master Servicer and the Certificate Registrar acting on behalf of
the Trustee against any liability that may result if the transfer is not so
exempt or is not made in accordance with such Federal and state laws.
No transfer of this Certificate or any interest herein shall be made
to any Plan subject to ERISA or Section 4975 of the Code, any Person acting,
directly or indirectly, on behalf of any such Plan or any Person acquiring such
Certificates with "plan assets" of a Plan within the meaning of the Department
of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101 ("Plan Assets")
unless the Depositor, the Trustee and the Master Servicer are provided with an
Opinion of Counsel which establishes to the satisfaction of the Depositor, the
Trustee and the Master Servicer that the purchase of this Certificate is
permissible under applicable law, will not constitute or result in any
prohibited transaction under ERISA or Section 4975 of the Code and will not
subject the Depositor, the Master
D-4
<PAGE>
Servicer, the Trustee or the Trust Fund to any obligation or liability
(including obligations or liabilities under ERISA or Section 4975 of the Code)
in addition to those undertaken in the Agreement, which Opinion of Counsel shall
not be an expense of the Depositor, the Master Servicer, the Trustee or the
Trust Fund. In lieu of such Opinion of Counsel, a Plan, any Person acting,
directly or indirectly, on behalf of any such Plan or any Person acquiring this
Certificate with Plan Assets of a Plan may provide a certification in the form
of paragraph fourteen of Exhibit H-1 to the Agreement, which the Trustee may
rely upon without further inquiry or investigation.
This Certificate is one of a duly authorized issue of Certificates issued
in several Classes designated as Mortgage Asset-Backed Pass-Through Certificates
of the Series specified hereon (herein collectively called the "Certificates").
The Certificates are limited in right of payment to certain collections
and recoveries respecting the Mortgage Loans, all as more specifically set forth
herein and in the Agreement. In the event Master Servicer funds are advanced
with respect to any Mortgage Loan, such advance is reimbursable to the Master
Servicer, to the extent provided in the Agreement, from related recoveries on
such Mortgage Loan or from other cash that would have been distributable to
Certificateholders.
As provided in the Agreement, withdrawals from the Custodial Account
and/or the Certificate Account created for the benefit of Certificateholders and
the Insurer may be made by the Master Servicer from time to time for purposes
other than distributions to Certificateholders, such purposes including without
limitation reimbursement to the Depositor and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein provided, the
amendment of the Agreement and the modification of the rights and obligations of
the Depositor, the Master Servicer and the Trustee and the rights of the
Certificateholders under the Agreement from time to time by the Depositor, the
Master Servicer and the Trustee with the consent of the Holders of Certificates
evidencing in the aggregate not less than 66% of the Percentage Interests of
each Class of Certificates affected thereby and the Insurer. Any such consent by
the Holder of this Certificate shall be conclusive and binding on such Holder
and upon all future holders of this Certificate and of any Certificate issued
upon the transfer hereof or in exchange herefor or in lieu hereof whether or not
notation of such consent is made upon the Certificate. The Agreement also
permits the amendment thereof in certain circumstances without the consent of
the Holders of any of the Certificates and, in certain additional circumstances,
without the consent of the Holders of certain Classes of Certificates.
As provided in the Agreement and subject to certain limitations therein
set forth, the transfer of this Certificate is registrable in the Certificate
Register upon surrender of this Certificate for registration of transfer at the
offices or agencies appointed by the Trustee in the City and State of New York,
duly endorsed by, or accompanied by an assignment in the form below or other
written instrument of transfer in form satisfactory to the Trustee and the
Certificate Registrar duly executed by the Holder hereof or such Holder's
attorney duly authorized in writing, and thereupon one or more new Certificates
of authorized denominations evidencing the same Class and aggregate Percentage
Interest will be issued to the designated transferee or transferees.
D-5
<PAGE>
The Certificates are issuable only as registered Certificates without
coupons in Classes and in denominations specified in the Agreement. As provided
in the Agreement and subject to certain limitations therein set forth,
Certificates are exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as requested by the
Holder surrendering the same.
No service charge will be made for any such registration of transfer or
exchange, but the Trustee may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.
The Depositor, the Master Servicer, the Trustee, the Certificate Registrar
and any agent of the Depositor, the Master Servicer, the Trustee or the
Certificate Registrar may treat the Person in whose name this Certificate is
registered as the owner hereof for all purposes, and neither the Depositor, the
Master Servicer, the Trustee nor any such agent shall be affected by notice to
the contrary.
This Certificate shall be governed by and construed in accordance with the
laws of the State of New York.
The obligations created by the Agreement in respect of the Certificates
and the Trust Fund created thereby shall terminate upon the payment to
Certificateholders of all amounts held by or on behalf of the Trustee and
required to be paid to them pursuant to the Agreement following the earlier of
(i) the maturity or other liquidation of the last Mortgage Loan subject thereto
or the disposition of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, and (ii) the purchase by the Master Servicer
or the Depositor from the Trust Fund of all remaining Loans and all property
acquired in respect of such Mortgage Loans, thereby effecting early retirement
of the related Certificates. The Agreement permits, but does not require, the
Master Servicer (i) to purchase, at a price determined as provided in the
Agreement, all remaining Loans and all property acquired in respect of any
Mortgage Loan or (ii) to purchase in whole, but not in part, all of the
Certificates from the Holders thereof; provided, that any such option may only
be exercised if the aggregate Stated Principal Balance of the Loans, as
applicable, as of the Distribution Date upon which the proceeds of any such
purchase are distributed is less than ten percent of the Cut-off Date Principal
Balance of the Loans, as applicable.
Unless the certificate of authentication hereon has been executed by the
Certificate Registrar, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any purpose.
D-6
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this Certificate to be duly
executed.
BANK ONE, NATIONAL ASSOCIATION,
as Trustee
BY:
Authorized Signatory
Dated: February 24, 2000
CERTIFICATE OF AUTHENTICATION
BANK ONE, NATIONAL ASSOCIATION,
as Certificate Registrar
BY:_____________________________________
Authorized Signatory
This is one of the Class [R-I] [R-II] [R-III] [R-IV] Certificates referred
to in the within-mentioned Agreement.
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s) and
transfer(s) unto
___________________________________________________________________________
___________________________________________________________________________
___________________________________________________________________________
(Please print or typewrite name and address including postal zip code of
assignee) the beneficial interest evidenced by the within Trust Certificate and
hereby authorizes the transfer of registration of such interest to assignee on
the Certificate Register of the Trust Fund.
I (We) further direct the Certificate Registrar to issue a new Certificate
of a like denomination and Class, to the above named assignee and deliver such
Certificate to the following address:
___________________________________________________________________________
DATED:___________ __________________________________________
Signature by or on behalf of assignor
__________________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of distribution:
Distributions shall be made, by wire transfer or otherwise, in immediately
available funds TO ______________FOR THE ACCOUNT OF __________________ ACCOUNT
NUMBER ____________________, OR IF MAILED BY CHECK TO ________________________.
APPLICABLE STATEMENTS SHOULD BE MAILED TO ________________________.
THIS INFORMATION IS PROVIDED BY ______________________, the assignee NAMED
ABOVE, OR ______________________ , as its agent.
<PAGE>
-1-
EXHIBIT E
FORM OF CUSTODIAL AGREEMENT
THIS CUSTODIAL AGREEMENT (as amended and supplemented from time to
time, the "Agreement"), dated as of February 1, 2000, by and among BANK ONE,
NATIONAL ASSOCIATION, as trustee (including its successors under the Pooling
Agreement defined below, the "Trustee"), RESIDENTIAL ASSET MORTGAGE PRODUCTS,
INC., as company (together with any successor in interest, the "Company"),
RESIDENTIAL FUNDING CORPORATION, as master servicer (together with any successor
in interest or successor under the Pooling Agreement referred to below, the
"Master Servicer") and NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, as
custodian (together with any successor in interest or any successor appointed
hereunder, the "Custodian").
W I T N E S S E T H T H A T :
WHEREAS, the Company, the Master Servicer, and the Trustee have
entered into a Pooling and Servicing Agreement, dated as of February 1, 2000,
relating to the issuance of Residential Asset Mortgage Products, Inc., Mortgage
Asset-Backed Pass-Through Certificates, Series 2000-RZ1 (as in effect on the
date of this Agreement, the "Original Pooling Agreement," and as amended and
supplemented from time to time, the "Pooling Agreement"); and
WHEREAS, the Custodian has agreed to act as agent for the Trustee
for the purposes of receiving and holding certain documents and other
instruments delivered by the Company and the Master Servicer under the Pooling
Agreement, all upon the terms and conditions and subject to the limitations
hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the mutual
covenants and agreements hereinafter set forth, the Trustee, the Company, the
Master Servicer and the Custodian hereby agree as follows:
ARTICLE I
Definitions
Capitalized terms used in this Agreement and not defined herein
shall have the meanings assigned in the Original Pooling Agreement, unless
otherwise required by the context herein.
E-1
<PAGE>
-2-
ARTICLE II
Custody of Mortgage Documents
SECTION 2.1. CUSTODIAN TO ACT AS AGENT; ACCEPTANCE OF MORTGAGE
FILES. The Custodian, as the duly appointed agent of the Trustee for these
purposes, acknowledges receipt of the Mortgage Files relating to the Mortgage
Loans identified on the schedule attached hereto (the "Mortgage Files") and
declares that it holds and will hold the Mortgage Files as agent for the
Trustee, in trust, for the use and benefit of all present and future
Certificateholders.
SECTION 2.2. RECORDATION OF ASSIGNMENTS. If any Mortgage File
includes one or more assignments to the Trustee of Mortgage Notes and related
Mortgages that have not been recorded, each such assignment shall be delivered
by the Custodian to the Company for the purpose of recording it in the
appropriate public office for real property records, and the Company, at no
expense to the Custodian, shall promptly cause to be recorded in the appropriate
public office for real property records each such assignment and, upon receipt
thereof from such public office, shall return each such assignment to the
Custodian.
SECTION 2.3. REVIEW OF MORTGAGE FILES.
(a) On or prior to the Closing Date, the Custodian shall deliver to
the Trustee and the Insurer an Initial Certification in the form annexed hereto
as Exhibit One evidencing receipt of a Mortgage File for each Mortgage Loan
listed on the Schedule attached hereto (the "Mortgage Loan Schedule"). The
parties hereto acknowledge that certain documents referred to in Subsection
2.01(b)(i) of the Pooling Agreement may be missing on or prior to the Closing
Date and such missing documents shall be listed as a Schedule to Exhibit One.
(b) Within 45 days of the initial issuance of the Certificates, the
Custodian agrees, for the benefit of Certificateholders and the Insurer, to
review in accordance with the provisions of Section 2.02 of the Pooling
Agreement each Mortgage File and to deliver to the Trustee and the Insurer an
Interim Certification in the form annexed hereto as Exhibit Two to the effect
that all documents required to be delivered pursuant to Section 2.01(b) of the
Pooling Agreement have been executed and received and that such documents relate
to the Mortgage Loans identified on the Mortgage Loan Schedule, except for any
exceptions listed on Schedule A attached to such Interim Certification. For
purposes of such review, the Custodian shall compare the following information
in each Mortgage File to the corresponding information in the Mortgage Loan
Schedule: (i) the loan number, (ii) the borrower name, (iii) the borrower
address (including city and state) and (iv) the original principal balance. The
Custodian shall be under no duty or obligation to inspect, review or examine
said documents, instruments, certificates or other papers to determine that the
same are genuine, enforceable, or appropriate for the represented purpose or
that they have actually been recorded or that they are other than what they
purport to be on their face. If in performing the review required by this
Section 2.3 the Custodian finds any document or documents constituting a part of
a Mortgage File to be missing or defective in respect of the items reviewed as
described in this Section 2.3(b), the Custodian shall promptly so notify the
Company, the Master Servicer and the
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<PAGE>
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Trustee. Upon receipt of a Request for Release from the Master Servicer, signed
by a Servicing Officer, that (i) the Master Servicer or a Subservicer, as the
case may be, has made a deposit into the Certificate Account in payment for the
purchase of the related Mortgage Loan in an amount equal to the Purchase Price
for such Mortgage Loan or (ii) the Company has chosen to substitute a Qualified
Substitute Mortgage Loan for such Mortgage Loan, the Custodian shall release to
the Master Servicer the related Mortgage File.
(c) Upon receipt of all documents required to be in the Mortgage
Files the Custodian shall deliver to the Trustee a Final Certification in the
form annexed hereto as Exhibit Three evidencing the completeness of the Mortgage
Files.
Upon receipt of written request from the Trustee, the Custodian
shall as soon as practicable supply the Trustee with a list of all of the
documents relating to the Mortgage Loans required to be delivered pursuant to
Section 2.01(b) of the Pooling Agreement not then contained in the Mortgage
Files.
SECTION 2.4. NOTIFICATION OF BREACHES OF REPRESENTATIONS AND
WARRANTIES. Upon discovery by the Custodian of a breach of any representation or
warranty made by the Master Servicer or the Company as set forth in the Pooling
Agreement or the Insurance Agreement or by a Seller in a Seller's Agreement or
by Residential Funding or the Company in the Assignment Agreement with respect
to a Mortgage Loan relating to a Mortgage File, the Custodian shall give prompt
written notice to the Company, the Master Servicer and the Trustee.
SECTION 2.5. CUSTODIAN TO COOPERATE; RELEASE OF MORTGAGE FILES. Upon
the repurchase or substitution of any Mortgage Loan pursuant to Article II of
the Pooling Agreement or payment in full of any Mortgage Loan, or the receipt by
the Master Servicer of a notification that payment in full will be escrowed in a
manner customary for such purposes, the Master Servicer shall immediately notify
the Custodian by delivering to the Custodian a Request for Release in the form
of Exhibit H to the Pooling Agreement and shall request delivery to it of the
Mortgage File. The Custodian agrees, upon receipt of such Request for Release,
promptly to release to the Master Servicer the related Mortgage File. Upon
written notification of a substitution, the Master Servicer shall deliver to the
Custodian and the Custodian agrees to accept the Mortgage Note and other
documents constituting the Mortgage File with respect to any Qualified
Substitute Mortgage Loan, upon receiving written notification from the Master
Servicer of such substitution.
From time to time as is appropriate for the servicing or
foreclosures of any Mortgage Loan, including, for this purpose, collection under
any Primary Insurance Policy or any Mortgage Pool Insurance Policy, the Master
Servicer shall deliver to the Custodian a Request for Release certifying as to
the reason for such release. Upon receipt of the foregoing, the Custodian shall
deliver the Mortgage File or such document to the Master Servicer. The Master
Servicer shall cause each Mortgage File or any document therein so released to
be returned to the Custodian when the need therefor by the Master Servicer no
longer exists, unless (i) the Mortgage Loan has been liquidated and the
Liquidation Proceeds relating to the Mortgage Loan have been deposited in the
Custodial Account or (ii) the Mortgage File or such document has been delivered
to an attorney, or to a public
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<PAGE>
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trustee or other public official as required by law, for purposes of initiating
or pursuing legal action or other proceedings for the foreclosure of the
Mortgaged Property either judicially or non-judicially, and the Master Servicer
has delivered to the Custodian an updated Request for Release signed by a
Servicing Officer certifying as to the name and address of the Person to which
such Mortgage File or such document was delivered and the purpose or purposes of
such delivery. Immediately upon receipt of any Mortgage File returned to the
Custodian by the Master Servicer, the Custodian shall deliver a signed
acknowledgment to the Master Servicer, confirming receipt of such Mortgage File.
Upon the request of the Master Servicer, the Custodian will send to
the Master Servicer copies of any documents contained in the Mortgage File.
SECTION 2.6. ASSUMPTION AGREEMENTS. In the event that any assumption
agreement or substitution of liability agreement is entered into with respect to
any Mortgage Loan subject to this Agreement in accordance with the terms and
provisions of the Pooling Agreement, the Master Servicer shall notify the
Custodian that such assumption or substitution agreement has been completed by
forwarding to the Custodian the original of such assumption or substitution
agreement, which shall be added to the related Mortgage File and, for all
purposes, shall be considered a part of such Mortgage File to the same extent as
all other documents and instruments constituting parts thereof.
ARTICLE III
Concerning the Custodian
SECTION 3.1. CUSTODIAN A BAILEE AND AGENT OF THE TRUSTEE. With
respect to each Mortgage Note, Mortgage and other documents constituting each
Mortgage File which are delivered to the Custodian, the Custodian is exclusively
the bailee and agent of the Trustee and has no instructions to hold any Mortgage
Note or Mortgage for the benefit of any person other than the Trustee and the
Certificateholders and undertakes to perform such duties and only such duties as
are specifically set forth in this Agreement. Except upon compliance with the
provisions of Section 2.5 of this Agreement, no Mortgage Note, Mortgage or other
document constituting a part of a Mortgage File shall be delivered by the
Custodian to the Company or the Master Servicer or otherwise released from the
possession of the Custodian.
SECTION 3.2. INDEMNIFICATION. The Company hereby agrees to indemnify
and hold the Custodian harmless from and against all claims, liabilities,
losses, actions, suits or proceedings at law or in equity, or any other
expenses, fees or charges of any character or nature, which the Custodian may
incur or with which the Custodian may be threatened by reason of its acting as
custodian under this Agreement, including indemnification of the Custodian
against any and all expenses, including attorney's fees if counsel for the
Custodian has been approved by the Company, and the cost of defending any
action, suit or proceedings or resisting any claim. Notwithstanding the
foregoing, it is specifically understood and agreed that in the event any such
claim, liability, loss, action, suit or proceeding or other expense, fee or
charge shall have been caused by reason of any
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<PAGE>
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negligent act, negligent failure to act or willful misconduct on the part of the
Custodian, or which shall constitute a willful breach of its duties hereunder,
the indemnification provisions of this Agreement shall not apply.
SECTION 3.3. CUSTODIAN MAY OWN CERTIFICATES. The Custodian in its
individual or any other capacity may become the owner or pledgee of Certificates
with the same rights it would have if it were not Custodian.
SECTION 3.4. MASTER SERVICER TO PAY CUSTODIAN'S FEES AND EXPENSES.
The Master Servicer covenants and agrees to pay to the Custodian from time to
time, and the Custodian shall be entitled to, reasonable compensation for all
services rendered by it in the exercise and performance of any of the powers and
duties hereunder of the Custodian, and the Master Servicer will pay or reimburse
the Custodian upon its request for all reasonable expenses, disbursements and
advances incurred or made by the Custodian in accordance with any of the
provisions of this Agreement (including the reasonable compensation and the
expenses and disbursements of its counsel and of all persons not regularly in
its employ), except any such expense, disbursement or advance as may arise from
its negligence or bad faith.
SECTION 3.5. CUSTODIAN MAY RESIGN; TRUSTEE MAY REMOVE CUSTODIAN. The
Custodian may resign from the obligations and duties hereby imposed upon it as
such obligations and duties relate to its acting as Custodian of the Mortgage
Loans. Upon receiving such notice of resignation, the Trustee shall either take
custody of the Mortgage Files itself and give prompt notice thereof to the
Company, the Master Servicer and the Custodian, or promptly appoint a successor
Custodian by written instrument, in duplicate, one copy of which instrument
shall be delivered to the resigning Custodian and one copy to the successor
Custodian. If the Trustee shall not have taken custody of the Mortgage Files and
no successor Custodian shall have been so appointed and have accepted
appointment within 30 days after the giving of such notice of resignation, the
resigning Custodian may petition any court of competent jurisdiction for the
appointment of a successor Custodian.
The Trustee may remove the Custodian at any time. In such event, the
Trustee shall appoint, or petition a court of competent jurisdiction to appoint,
a successor Custodian hereunder. Any successor Custodian shall be a depository
institution subject to supervision or examination by federal or state authority
and shall be able to satisfy the other requirements contained in Section 3.7 and
shall be unaffiliated with the Master Servicer or the Company.
Any resignation or removal of the Custodian and appointment of a
successor Custodian pursuant to any of the provisions of this Section 3.5 shall
become effective upon acceptance of appointment by the successor Custodian. The
Trustee shall give prompt notice to the Company and the Master Servicer of the
appointment of any successor Custodian. No successor Custodian shall be
appointed by the Trustee without the prior approval of the Company and the
Master Servicer.
SECTION 3.6. MERGER OR CONSOLIDATION OF CUSTODIAN. Any Person into which
the Custodian may be merged or converted or with which it may be consolidated,
or any Person resulting
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<PAGE>
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from any merger, conversion or consolidation to which the Custodian shall be a
party, or any Person succeeding to the business of the Custodian, shall be the
successor of the Custodian hereunder, without the execution or filing of any
paper or any further act on the part of any of the parties hereto, anything
herein to the contrary notwithstanding.
SECTION 3.7. REPRESENTATIONS OF THE CUSTODIAN. The Custodian hereby
represents that it is a depository institution subject to supervision or
examination by a federal or state authority, has a combined capital and surplus
of at least $15,000,000 and is qualified to do business in the jurisdictions in
which it will hold any Mortgage File.
ARTICLE IV
Miscellaneous Provisions
SECTION 4.1. NOTICES. All notices, requests, consents and demands
and other communications required under this Agreement or pursuant to any other
instrument or document delivered hereunder shall be in writing and, unless
otherwise specifically provided, may be delivered personally, by telegram or
telex, or by registered or certified mail, postage prepaid, return receipt
requested, at the addresses specified on the signature page hereof (unless
changed by the particular party whose address is stated herein by similar notice
in writing), in which case the notice will be deemed delivered when received.
SECTION 4.2. AMENDMENTS. No modification or amendment of or
supplement to this Agreement shall be valid or effective unless the same is in
writing and signed by all parties hereto, and neither the Company, the Master
Servicer nor the Trustee shall enter into any amendment hereof except as
permitted by the Pooling Agreement. The Trustee shall give prompt notice to the
Custodian of any amendment or supplement to the Pooling Agreement and furnish
the Custodian with written copies thereof.
SECTION 4.3. GOVERNING LAW. THIS AGREEMENT SHALL BE DEEMED A
CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK AND SHALL BE CONSTRUED AND
ENFORCED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.
SECTION 4.4. RECORDATION OF AGREEMENT. To the extent permitted by
applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property records in all the counties or other comparable
jurisdictions in which any or all of the properties subject to the Mortgages are
situated, and in any other appropriate public recording office or elsewhere,
such recordation to be effected by the Master Servicer and at its expense on
direction by the Trustee (pursuant to the request of holders of Certificates
evidencing undivided interests in the aggregate of not less than 25% of the
Trust Fund), but only upon direction accompanied by an Opinion of Counsel
reasonably satisfactory to the Master Servicer to the effect that the failure to
effect such recordation is likely to materially and adversely affect the
interests of the Certificateholders.
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For the purpose of facilitating the recordation of this Agreement as
herein provided and for other purposes, this Agreement may be executed
simultaneously in any number of counterparts, each of which counterparts shall
be deemed to be an original, and such counterparts shall constitute but one and
the same instrument.
SECTION 4.5. SEVERABILITY OF PROVISIONS. If any one or more of the
covenants, agreements, provisions or terms of this Agreement shall be for any
reason whatsoever held invalid, then such covenants, agreements, provisions or
terms shall be deemed severable from the remaining covenants, agreements,
provisions or terms of this Agreement and shall in no way affect the validity or
enforceability of the other provisions of this Agreement or of the Certificates
or the rights of the holders thereof.
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<PAGE>
IN WITNESS WHEREOF, this Agreement is executed as of the date first
above written.
Address: BANK ONE, NATIONAL ASSOCIATION
as Trustee
One North State Street, 9th Floor By:_________________________________
Chicago, Illinois 60602 Name:
Attention: Residential Asset Mortgage Title:
Products, Inc., Series 2000-RZ1
Address: RESIDENTIAL ASSET MORTGAGE
PRODUCTS, INC.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, Minnesota 55437
BY:________________________________
Name:
Title: Vice President
Address: RESIDENTIAL FUNDING
CORPORATION, as Master Servicer
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, Minnesota 55437
BY:______________________________
Name:
Title: Director
Address: NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
1015 Tenth Avenue S.E.
Minneapolis, Minnesota 55414
BY:______________________________
Name:
Title: Trust Officer
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<PAGE>
STATE OF ILLINOIS )
) ss.:
COUNTY OF COOK )
On the ____ day of February, 2000, before me, a notary public in and
for said State, personally appeared ___________________, known to me to be a
_________________ of Bank One, National Association, a national banking
association that executed the within instrument, and also known to me to be the
person who executed it on behalf of said corporation and acknowledged to me that
such corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
_____________________
Notary Public
[SEAL]
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<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the ____ day of February, 2000, before me, a notary public in and
for said State, personally appeared ____________, known to me to be a Vice
President of Residential Asset Mortgage Products, Inc., one of the corporations
that executed the within instrument, and also known to me to be the person who
executed it on behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
__________________________
Notary Public
[Notarial Seal]
STATE OF MINNESOTA )
) ss:
COUNTY OF HENNEPIN )
On the ___ day of February, 2000, before me, a notary public in and
for said State, personally appeared, ________________, known to me to be a
Director of Residential Funding Corporation, one of the corporations that
executed the within instrument, and also known to me to be the person who
executed it on behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
______________________
Notary Public
[Notarial Seal]
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<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the ____ day of February, 2000, before me, a notary public in and
for said State, personally appeared __________________ known to me to be a Trust
Officer of Norwest Bank Minnesota, National Association, a national banking
association that executed the within instrument, and also known to me to be the
person who executed it on behalf of said national banking association, and
acknowledged to me that such national banking association executed the within
instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
______________________
Notary Public
[SEAL]
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<PAGE>
EXHIBIT ONE
FORM OF CUSTODIAN
INITIAL CERTIFICATION
February 24, 2000
Bank One, National Association Ambac Assurance Corporation
One Bank One Plaza One State Street Plaza
Suite IL-0126 New York, New York 10004
Chicago, Illinois 60607-0126
Attention: Residential Asset Mortgage Products, Inc., Series 2000-RZ1
Re: Custodial Agreement, dated as of February 1, 2000, by and among Bank
One, National Association, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Norwest Bank Minnesota, National
Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, SERIES 2000-RZ1
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, and subject to Section 2.02 of the Pooling Agreement, the
undersigned, as Custodian, hereby certifies that it has received a Mortgage File
(which contains an original Mortgage Note or an original Lost Note Affidavit
with a copy of the related Mortgage Note) to the extent required in Section
2.01(b) of the Pooling Agreement with respect to each Mortgage Loan listed in
the Mortgage Loan Schedule, with any exceptions listed on Schedule A attached
hereto.
Capitalized words and phrases used herein shall have the respective
meanings assigned to them in the above-captioned Custodial Agreement.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
BY:___________________________
NAME: ________________________
TITLE: _______________________
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<PAGE>
EXHIBIT TWO
FORM OF CUSTODIAN INTERIM CERTIFICATION
________________ ____, 200__
Bank One, National Association Ambac Assurance Corporation
One Bank One Plaza One State Street Plaza
Suite IL-0126 New York, New York 10004
Chicago, Illinois 60607-0126
Attention: Residential Asset Mortgage Products, Inc., Series 2000-RZ1
Re: Custodial Agreement, dated as of February 1, 2000, by and among Bank
One, National Association, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Norwest Bank Minnesota, National
Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, SERIES 2000-RZ1
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, the undersigned, as Custodian, hereby certifies that it has received
a Mortgage File to the extent required pursuant to Section 2.01(b) of the
Pooling Agreement with respect to each Mortgage Loan listed in the Mortgage Loan
Schedule, and it has reviewed the Mortgage File and the Mortgage Loan Schedule
and has determined that: all required documents have been executed and received
and that such documents related to the Mortgage Loans identified on the Mortgage
Loan Schedule, with any exceptions listed on Schedule A attached hereto.
Capitalized words and phrases used herein shall have the respective
meanings assigned to them in the above-captioned Custodial Agreement.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
BY:_____________________________
NAME: __________________________
TITLE: _________________________
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<PAGE>
EXHIBIT THREE
FORM OF CUSTODIAN FINAL CERTIFICATION
_____________ ___, 200__
Bank One, National Association Ambac Assurance Corporation
One Bank One Plaza One State Street Plaza
Suite IL-0126 New York, New York 10004
Chicago, Illinois 60607-0126
Attention: Residential Asset Mortgage Products, Inc., Series 2000-RZ1
Re: Custodial Agreement, dated as of February 1, 2000, by and among Bank
One, National Association, Residential Asset Mortgage Products, Inc.,
Residential Funding Corporation and Norwest Bank Minnesota, National
Association, relating to Mortgage Asset-Backed Pass-Through
Certificates, SERIES 2000-RZ1
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned Custodial
Agreement, the undersigned, as Custodian, hereby certifies that it has received
a Mortgage File with respect to each Mortgage Loan listed in the Mortgage Loan
Schedule containing (I) with respect to each such Mortgage Loan (other than a
Cooperative Loan):
(i) The original Mortgage Note, endorsed without recourse to the
order of the Trustee and showing an unbroken chain of endorsements from
the originator thereof to the Person endorsing it to the Trustee or an
original lost note affidavit from the related Seller or Residential
Funding stating that the original Mortgage Note was lost, misplaced or
destroyed, together with a copy of the related Mortgage Note;
(ii) The original Mortgage with evidence of recording indicated
thereon or a copy of the Mortgage certified by the public recording office
in which such Mortgage has been recorded;
(iii) An original Assignment of the Mortgage to the Trustee with
evidence of recording indicated thereon or a copy of such assignment
certified by the public recording office in which such assignment has been
recorded;
(iv) With respect to each Mortgage Loan other than a Cooperative
Loan, the original recorded assignment or assignments of the Mortgage
showing an unbroken chain of
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<PAGE>
title from the originator thereof to the Person assigning it to the
Trustee, or a copy of such assignment or assignments of the Mortgage
certified by the public recording office in which such assignment or
assignments have been recorded; and
(v) The original of each modification, assumption agreement or
preferred loan agreement, if any, relating to such Mortgage Loan or a copy
of each modification, assumption agreement or preferred loan agreement
certified by the public recording office in which such document has been
recorded;
and (II) with respect to each Cooperative Loan so assigned:
(i) The original Mortgage Note, endorsed without recourse to the
order of the Trustee and showing an unbroken chain of endorsements from the
originator thereof to the Person endorsing it to the Trustee, or with respect to
any Destroyed Mortgage Note, an original lost note affidavit from the related
Seller or Residential Funding stating that the original Mortgage Note was lost,
misplaced or destroyed, together with a copy of the related Mortgage Note;
(ii) A counterpart of the Cooperative Lease and the Assignment of
Proprietary Lease to the originator of the Cooperative Loan with intervening
assignments showing an unbroken chain of title from such originator to the
Trustee;
(iii) The related Cooperative Stock Certificate, representing the
related Cooperative Stock pledged with respect to such Cooperative Loan,
together with an undated stock power (or other similar instrument) executed in
blank;
(iv) The original recognition agreement by the Cooperative of the
interests of the mortgagee with respect to the related Cooperative Loan;
(v) The Security Agreement;
(vi) Copies of the original UCC-1 financing statement, and any
continuation statements, filed by the originator of such Cooperative Loan as
secured party, each with evidence of recording thereof, evidencing the interest
of the originator under the Security Agreement and the Assignment of Proprietary
Lease;
(vii) Copies of the filed UCC-3 assignments of the security interest
referenced in clause (vi) above showing an unbroken chain of title from the
originator to the Trustee, each with evidence of recording thereof, evidencing
the interest of the originator under the Security Agreement and the Assignment
of Proprietary Lease;
(viii) An executed assignment of the interest of the originator in the
Security Agreement, Assignment of Proprietary Lease and the recognition
agreement referenced in clause (iv) above, showing an unbroken chain of title
from the originator to the Trustee;
(ix) The original of each modification, assumption agreement or
preferred loan agreement, if any, relating to such Cooperative Loan; and
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<PAGE>
(x) An executed UCC-1 financing statement showing the Master
Servicer as debtor, the Company as secured party and the Trustee as assignee and
an executed UCC-1 financing statement showing the Company as debtor and the
Trustee as secured party, each in a form sufficient for filing, evidencing the
interest of such debtors in the Cooperative Loans.
Capitalized words and phrases used herein shall have the respective
meanings assigned to them in the above-captioned Custodial Agreement.
NORWEST BANK MINNESOTA, NATIONAL
ASSOCIATION
BY: ___________________________
NAME: __________________________
TITLE: _________________________
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<PAGE>
EXHIBIT F
MORTGAGE LOAN SCHEDULE
TO BE PROVIDED UPON REQUEST.
1
RUN ON : 02/16/00 RFC DISCLOSURE SYSTEM RFFSD177-01
AT : 17.01.51 FIXED RATE LOAN LISTING AMORTIZED BALANCE
SERIES : RAMP 2000-RZ1 F CUTOFF : 02/01/00
POOL : 0004419
:
:
POOL STATUS: F
RFC LOAN # S/S CODE PMT TYPE ORIGINAL BAL LOAN FEATURE
ORIG TERM PRINCIPAL BAL # OF UNITS
ADDRESS ORIG RATE ORIGINAL P+I LTV
ADDRESS LINE 2 CURR NET CURRENT P+I VALUE
CITY STATE ZIP LOAN PURP NOTE DATE MI CO CODE
SERVICER LOAN # PROP TYPE 1ST PMT DATE MI CVG
SELLER LOAN # OCCP CODE MATURITY DATE
INVESTOR LOAN #
______________________________________________________________________________
2917018 K14/C71 F 90,302.82 ZZ
162 89,142.27 1
711 W HARRIS STREET 8.250 928.56 101
7.750 928.56 90,000.00
APPLETON WI 54914 5 09/27/99 00
1122712 05 10/01/99 0
3221229 O 03/01/13
0
2917030 K14/C71 F 117,472.26 ZZ
285 117,276.76 1
155 ROYAL COLONY CT 10.378 1,113.27 103
9.878 1,113.27 115,000.00
ALPHARETTA GA 30022 2 08/24/99 00
1122829 05 09/05/99 0
3877574 O 05/01/23
0
2917046 K14/C71 F 63,746.32 ZZ
167 61,940.85 1
1014 SUMMIT ST 8.250 638.99 92
7.750 638.99 69,500.00
WAWAKA IN 46794 5 06/25/99 00
1122977 27 07/15/99 0
3912256 O 05/15/13
0
2917047 K14/C71 F 105,545.78 ZZ
347 105,498.68 1
851 BRIDGEWATER CT 10.570 976.78 103
10.070 976.78 103,000.00
STONE MTN GA 30088 5 06/18/99 00
1122985 03 07/04/99 0
1
3913503 O 05/04/28
0
2917048 K14/C71 F 91,330.82 ZZ
287 91,006.59 1
225 NORTH ROYAL TOWER DRIVE 10.538 872.36 103
10.038 872.36 89,000.00
IRMO SC 29063 5 07/29/99 00
1122993 05 08/01/99 0
3936260 O 06/01/23
0
2917067 K14/C71 F 154,024.07 ZZ
131 148,924.80 1
3719 WALTER LANE 9.875 1,933.87 99
9.375 1,933.87 156,500.00
FORESTVILLE MD 20747 5 09/10/99 00
1123173 05 09/01/99 0
4011821 O 07/01/10
0
2917114 K14/C71 F 131,760.18 ZZ
347 131,148.15 1
755 ALTON 8.640 1,034.49 102
8.140 1,034.49 130,000.00
EAST LANSING MI 48823 2 09/01/99 00
1123595 05 10/10/99 0
4067746 O 08/10/28
0
2917115 K14/C71 F 113,254.93 ZZ
227 110,975.44 2
5076 YORKSHIRE 10.250 1,131.50 102
9.750 1,131.50 111,500.00
DETROIT MI 48224 5 09/23/99 00
1123603 05 10/01/99 0
4068270 O 08/01/18
0
2917116 K14/C71 F 74,043.98 ZZ
287 73,694.72 1
2296 STAIRCASE ROAD 9.260 642.19 102
8.760 642.19 73,000.00
LENOIR NC 28645 5 09/28/99 00
1123611 05 10/15/99 0
4069196 O 08/15/23
0
1
2917146 K14/C71 F 162,525.15 ZZ
230 161,441.86 1
2331 CROMPOND RD 10.680 1,665.40 102
10.180 1,665.40 160,000.00
YORKTOWN HEIGHT NY 10598 1 08/11/99 00
1123900 05 08/01/99 0
4099729 O 09/01/18
0
2917228 K14/C71 F 156,522.64 ZZ
231 154,284.13 1
11491 SONGBIRD LANE 8.250 1,354.29 102
7.750 1,354.29 153,500.00
FISHERS IN 46038 2 06/28/99 00
1124643 05 07/15/99 0
4140370 O 09/15/18
0
2917234 K14/C71 F 235,842.48 ZZ
289 234,769.95 1
217 PARKSHORE WEST 9.000 1,999.07 105
8.500 1,999.07 226,500.00
COLUMBIA SC 29223 2 09/30/99 00
1124700 03 10/15/99 0
4145607 O 10/15/23
0
2917266 K14/C71 F 52,976.10 ZZ
76 48,632.07 1
5445 MORRIS ST 9.130 948.48 95
8.630 948.48 56,000.00
CARVILLE LA 70721 5 06/30/99 00
1124999 05 07/01/99 0
4169492 O 10/01/05
0
2917270 K14/C71 F 137,690.12 ZZ
351 137,492.23 1
11584 TUTTLE HILL 11.052 1,316.67 102
10.552 1,316.67 136,000.00
LONDON TWP MI 48160 2 08/09/99 00
1125020 27 08/01/99 0
4171462 O 10/01/28
0
2917287 K14/C71 F 107,652.89 ZZ
232 106,800.82 1
1836 RIDGEBURY DR 10.500 1,085.84 103
10.000 1,085.84 105,000.00
1
HILLIARD OH 43026 5 07/12/99 00
1125186 06 07/01/99 0
4177754 O 10/01/18
0
2917289 K14/C71 F 142,006.80 ZZ
360 141,658.74 1
6 COLUMBIA DR 11.935 1,453.60 103
11.435 1,453.60 138,000.00
E GREENBUSH NY 12061 5 09/25/98 00
1125202 05 11/01/98 0
4178831 O 10/01/28
0
2917320 K14/C71 F 142,485.32 ZZ
232 141,545.24 1
2938 BENTWOOD DRIVE 10.640 1,450.47 104
10.140 1,450.47 138,000.00
WAYCROSS GA 31501 5 07/29/99 00
1125491 05 08/15/99 0
4208218 O 11/01/18
0
2917352 K14/C71 F 178,370.10 ZZ
350 177,954.25 1
2314 HWY 96 8.210 1,343.93 101
7.710 1,343.93 178,000.00
BURNS TN 37055 5 09/23/99 00
1125798 05 10/01/99 0
4224493 O 11/01/28
0
2917358 K14/C71 F 99,153.47 ZZ
172 97,176.91 1
620 N BEARD ST 9.090 1,033.25 102
8.590 1,033.25 98,000.00
SHAWNEE OK 74801 5 08/10/99 00
1125848 05 08/01/99 0
4226860 O 11/01/13
0
2917364 K14/C71 F 82,154.47 ZZ
233 81,504.64 1
2721 KIMBALL TERRAC 9.757 786.17 103
9.257 786.17 80,000.00
NORFOLK VA 23504 5 06/30/99 00
1125905 05 07/01/99 0
4229452 O 11/01/18
0
1
2917371 K14/C71 F 132,275.13 ZZ
180 128,153.41 1
694 YELLOW RUN RD 11.920 1,580.72 104
11.420 1,580.72 128,000.00
JIM THORPE PA 18229 5 10/24/98 00
1125962 05 12/01/98 0
4230205 O 11/01/13
0
2917375 K14/C71 F 124,586.94 ZZ
171 123,635.23 1
9125 MARIONDALE DR 12.872 1,596.71 103
12.372 1,596.71 121,500.00
HIGH POINT NC 27265 5 09/17/99 00
1125996 05 10/15/99 0
4232178 O 12/15/13
0
2917381 K14/C71 F 130,480.35 ZZ
232 129,976.19 1
3771 MARLBOROUGH DRIVE 10.865 1,347.93 103
10.365 1,347.93 127,000.00
TUCKER GA 30084 5 08/16/99 00
1128107 05 08/15/99 0
4232607 O 11/15/18
0
2917398 K14/C71 F 84,024.78 ZZ
353 83,865.23 1
105 ABBY LANE 8.990 678.14 103
8.490 678.14 82,000.00
TOCCOA GA 30577 5 06/22/99 00
1126200 05 07/15/99 0
4235835 O 11/15/28
0
2917412 K14/C71 F 151,807.06 ZZ
350 151,747.20 1
7473 TOWCHESTER CT 10.928 1,442.32 103
10.428 1,442.32 147,500.00
ALEXANDERIA VA 22315 5 09/28/99 00
1126333 03 10/15/99 0
4237935 O 11/15/28
0
2917444 K14/C71 F 130,274.71 ZZ
172 127,376.19 1
1
421 ORCHARD ST 10.400 1,459.99 102
9.900 1,459.99 128,000.00
CLARE MI 48617 5 08/11/99 00
1126630 05 08/15/99 0
4249984 O 11/15/13
0
2917455 K14/C71 F 65,907.40 ZZ
172 64,892.31 1
4092 CONCORDIA WAY 10.065 710.87 102
9.565 710.87 65,000.00
VIRGINIA BEACH VA 23456 5 07/30/99 00
1126747 07 08/11/99 0
4255909 O 11/11/13
0
2917464 K14/C71 F 63,349.53 ZZ
173 62,203.67 1
74 KEITH DR 9.563 674.29 101
9.063 674.29 63,000.00
BATTLE CREEK MI 49017 5 07/13/99 00
1126838 05 07/16/99 0
4260619 O 11/16/13
0
2917556 K14/C71 F 94,012.49 ZZ
294 93,253.50 1
3014 N BAYVIEW LANE 8.930 789.31 103
8.430 789.31 92,000.00
SANDUSKY OH 44870 5 06/22/99 00
1127661 05 07/01/99 0
4287258 O 12/01/23
0
2917589 K14/C71 F 92,687.95 ZZ
180 90,057.79 1
8034 COOPER DR 12.429 1,138.12 103
11.929 1,138.12 90,000.00
MURFREESBORO TN 37129 5 11/24/98 00
1127976 05 01/01/99 0
4293053 O 12/01/13
0
2917612 K14/C71 F 84,897.52 ZZ
120 81,298.34 1
2823 E ST 12.551 1,245.23 104
12.051 1,245.23 82,000.00
MCKEESPORT PA 15133 5 12/07/98 00
1128172 05 01/11/99 0
1
4306228 O 12/11/08
0
2917619 K14/C71 F 117,396.56 ZZ
197 116,980.22 1
6026 FULTON 10.220 1,229.09 103
9.720 1,022.09 115,000.00
MAYVILLE MI 48744 5 07/29/99 00
1128248 05 08/14/99 0
4309685 O 12/14/15
0
2917665 K14/C71 F 117,871.40 ZZ
235 117,052.32 1
5232 WEST 50TH STREET 10.400 1,179.49 103
9.900 1,179.49 115,000.00
PARMA OH 44134 5 07/14/99 00
1128636 05 07/01/99 0
4329058 O 01/01/19
0
2917676 K14/C71 F 61,600.30 ZZ
354 61,523.92 1
15441 N BLOSSOM LANE 10.793 578.80 103
10.293 578.80 60,000.00
SURPRISE AZ 85374 5 08/12/99 00
1128735 05 08/01/99 0
4331613 O 01/01/29
0
2917682 K14/C71 F 96,677.38 ZZ
354 95,330.70 1
3959 CREEL DR 10.420 881.13 103
9.920 881.13 94,200.00
LITHIA SPRINGS GA 30122 5 07/28/99 00
1128784 05 08/01/99 0
4333535 O 01/01/29
0
2917687 K14/C71 F 143,705.21 ZZ
232 143,351.51 1
3688 CASTILLE STREET 10.999 1,493.22 103
10.499 1,493.22 140,000.00
LAS VEGAS NV 89121 2 09/20/99 00
1128834 05 10/01/99 0
4334892 O 01/01/19
0
1
2917690 K14/C71 F 76,994.44 ZZ
295 76,899.81 1
175 CINDY DRIVE 11.500 784.95 103
11.000 784.95 75,000.00
JASPER TN 37347 5 06/22/99 00
1128867 05 07/01/99 0
4335929 O 01/01/24
0
2917706 K14/C71 F 52,710.99 ZZ
233 52,287.64 1
1411 FAIRMOUNT STREET 9.942 585.40 106
9.442 585.40 50,000.00
MIDDLETOWN OH 45044 1 08/19/99 00
1128982 05 09/01/99 0
4340035 N 01/01/19
0
2917708 K14/C71 F 78,329.52 ZZ
355 78,263.27 1
96 PLEASANT HILL LANE 10.150 697.93 104
9.650 697.93 76,000.00
TAMARAC FL 33319 5 07/22/99 00
1129006 06 07/01/99 0
4340272 O 01/01/29
0
2917723 K14/C71 F 127,578.95 ZZ
180 125,072.02 1
8443 NC WY 304 12.504 1,572.77 103
12.004 1,572.77 124,200.00
BAYBORO NC 28515 5 12/23/98 00
1129154 05 02/01/99 0
4342763 O 01/01/14
0
2917741 K14/C71 F 139,502.13 ZZ
175 137,395.49 1
2755 W 50 N 10.827 1,592.30 103
10.327 1,592.30 136,000.00
LEBANON IN 46052 5 07/13/99 00
1129303 05 07/01/99 0
4345606 O 01/01/14
0
2917778 K14/C71 F 249,900.00 ZZ
240 246,877.65 1
6525 FOOTHILLS RD 12.666 2,868.51 102
12.166 2,868.51 245,000.00
1
CENTRAL POINT OR 97502 5 01/08/99 00
1129626 05 02/13/99 0
4364171 O 01/13/19
0
2917781 K14/C71 F 69,473.68 ZZ
240 68,318.17 1
214 LOCUST HTS 13.610 844.31 103
13.110 844.31 67,500.00
NICHOLASVILLE KY 40356 5 01/11/99 00
1129642 05 02/15/99 0
4365739 O 01/15/19
0
2917840 K14/C71 F 194,770.52 ZZ
356 193,825.28 1
9280 MEYERS ROAD 8.250 1,467.03 101
7.750 1,467.03 193,000.00
MANCHESTER MI 48158 5 07/01/99 00
1130210 27 07/01/99 0
4421779 O 02/01/29
0
2917872 K14/C71 F 160,634.76 ZZ
355 160,442.30 1
2908 SOUTH ZENITH CIRCLE 8.386 1,226.04 102
7.886 1,226.04 158,000.00
SALT LAKE CITY UT 84106 5 07/29/99 00
1130517 05 08/08/99 0
4439686 O 02/08/29
0
2917935 K14/C71 F 120,950.82 ZZ
355 119,887.31 1
803 GOUCHER 10.767 1,133.21 103
10.267 1,133.21 118,000.00
AMITY OR 97101 5 09/13/99 00
1131051 05 09/15/99 0
4477456 O 03/15/29
0
2917956 K14/C71 F 76,219.53 ZZ
180 73,949.25 1
70 CIRCLE DRIVE SKYVIEW 11.890 909.38 103
11.390 909.38 74,000.00
DUBLIN VA 24084 5 02/26/99 00
1131242 05 04/03/99 0
4482875 O 03/03/14
0
1
2917970 K14/C71 F 76,172.25 ZZ
114 74,215.85 1
501 W KING ST 9.770 1,028.08 99
9.270 1,028.08 77,000.00
ABERDEEN WA 98520 5 09/17/99 00
1131382 05 10/01/99 0
4489128 O 03/01/09
0
2918265 K14/C71 F 154,158.60 ZZ
180 151,428.60 1
1510 GUMWOOD DR 11.811 1,831.46 103
11.311 1,831.46 150,000.00
COLORADO SPRING CO 80906 5 04/23/99 00
1134089 05 06/01/99 0
4642945 O 05/01/14
0
2918454 K14/C71 F 66,915.84 ZZ
240 66,245.65 1
1203 JUDYS LANE 9.892 640.97 103
9.392 640.97 65,000.00
CHATTANOOGA TN 37419 5 05/25/99 00
1135854 05 07/01/99 0
4706951 O 06/01/19
0
3028890 K14/C71 F 80,412.37 ZZ
240 79,281.02 1
200 LINCOLN 12.984 941.18 104
12.484 941.18 78,000.00
FLANAGAN IL 61740 2 08/28/98 00
1191592 05 10/02/98 0
4124200 O 09/02/18
0
3028891 K14/C71 F 75,187.97 ZZ
180 72,893.56 1
1428 PALMETTO ST 11.443 875.62 103
10.943 875.62 73,000.00
TOLEDO OH 43606 2 10/27/98 00
1191618 05 12/01/98 0
4240200 O 11/01/13
0
3028892 K14/C71 F 38,942.83 ZZ
180 37,991.31 1
1
1830 FREEMAN ST 12.042 468.43 103
11.542 468.43 38,000.00
TOLEDO OH 43606 2 12/15/98 00
1191634 05 02/01/99 0
4318900 O 01/01/14
0
3028893 K14/C71 F 87,653.06 ZZ
180 84,764.67 1
1503 HOCKERS ST 11.615 1,030.37 103
11.115 1,030.37 85,900.00
DE PERE WI 54115 5 12/22/98 00
1191642 05 02/01/99 0
4338200 O 01/01/14
0
3028894 K14/C71 F 86,219.00 ZZ
120 82,284.96 1
1083 1/2 S MAIN STREET 11.106 1,192.85 108
10.606 1,192.85 80,000.00
GEORGETOWN OH 45121 2 03/18/99 00
1191667 05 05/01/99 0
4549600 O 04/01/09
0
3028895 K14/C71 F 97,534.64 ZZ
240 96,530.79 1
10124 GRANGE AVE NW 10.661 984.34 109
10.161 984.34 90,000.00
ROCKFORD MI 49341 2 06/09/99 00
1191683 05 07/14/99 0
4760700 O 06/14/19
0
3028896 K14/C71 F 90,721.65 ZZ
360 90,659.48 1
140 ELWOOD AVENUE 13.052 1,007.25 104
12.552 1,007.25 88,000.00
MARYSVILLE OH 43040 2 06/17/99 00
1191709 05 08/01/99 0
4780000 O 07/01/29
0
3028897 K14/C71 F 55,016.18 ZZ
120 52,711.95 1
1209 N 46TH STREET 9.660 716.72 101
9.160 716.72 55,000.00
MILWAUKEE WI 53208 2 06/24/99 00
1191725 05 08/01/99 0
1
4798600 O 07/01/09
0
3028898 K14/C71 F 101,956.80 ZZ
360 101,386.51 1
1800 S HAMILTON AVE 11.112 979.60 103
10.612 979.60 99,000.00
NASHVILLE TN 37218 5 06/25/99 00
1191915 05 08/01/99 0
4807200 O 07/01/29
0
3028899 K14/C71 F 139,055.40 ZZ
360 138,796.89 1
3448 DOCKERY AVENUE 10.614 1,283.86 104
10.114 1,283.86 135,000.00
SELMA CA 93662 5 07/22/99 00
1192012 05 09/01/99 0
4883500 O 08/01/29
0
3028900 K14/C71 F 106,185.60 ZZ
120 103,021.12 1
424 SOUTH TAYLOR AVE 9.761 1,389.23 104
9.261 1,389.23 103,000.00
ST LOUIS MO 63122 5 07/23/99 00
1192038 05 09/01/99 0
4884000 O 08/01/09
0
3028901 K14/C71 F 56,640.83 ZZ
300 56,368.36 1
315 ADAMS ST 11.036 556.62 103
10.536 556.62 55,000.00
ALPENA MI 49707 2 07/27/99 00
1192053 05 09/01/99 0
4900200 O 08/01/24
0
3028902 K14/C71 F 46,227.87 ZZ
180 45,707.62 1
50 FOURTH ST 10.106 499.77 103
9.606 499.77 45,000.00
MC GILL NV 89318 2 08/16/99 00
1192079 05 10/01/99 0
4960300 O 09/01/14
0
1
3028903 K14/C71 F 194,174.80 ZZ
360 193,783.79 1
S 12 W 31776 GLACIER PASS 10.534 1,781.13 103
10.034 1,781.13 190,000.00
DELAFIELD WI 53018 2 08/18/99 00
1192095 05 10/01/99 0
4965000 O 09/01/29
0
3028904 K14/C71 F 63,858.69 ZZ
180 62,958.61 1
215 BOND ST 9.942 683.96 104
9.442 683.96 61,750.00
ALLEGAN MI 49010 1 08/30/99 00
1192111 05 10/01/99 0
4988000 O 09/01/14
0
3028905 K14/C71 F 157,732.00 ZZ
360 157,094.34 1
8825 WEST BLVD 10.121 1,398.34 104
9.621 1,398.34 153,000.00
PICO RIVERA CA 90660 5 08/26/99 00
1192137 05 10/01/99 0
4998200 O 09/01/29
0
3028906 K14/C71 F 65,803.67 ZZ
180 63,966.52 1
15 CAMPBELL STREET 12.999 832.53 108
12.499 832.53 61,000.00
THE PLAINS OH 45780 2 11/12/98 00
1192145 05 01/01/99 0
4256301 O 12/01/13
0
3028907 K14/C71 F 70,103.09 ZZ
240 69,815.01 1
C.R. 300 NORTH BOLTON RD 11.513 748.23 104
11.013 748.23 68,000.00
LINTON IN 47441 1 03/17/99 00
1192160 27 05/01/99 0
4547101 O 04/01/19
0
3028908 K14/C71 F 39,795.92 ZZ
120 37,601.38 1
3436D N DOUSMAN ST 11.490 559.28 103
10.990 559.28 39,000.00
1
MILWAUKEE WI 53212 5 04/22/99 00
1192186 06 06/01/99 0
4631501 O 05/01/09
0
3028909 K14/C71 F 203,125.00 ZZ
180 197,622.54 1
474 PEA RIDGE RD 9.281 2,094.32 105
8.781 2,094.32 195,000.00
STAMPING GROUND KY 40379 2 04/26/99 00
1192202 05 06/01/99 0
4645901 O 05/01/14
0
3028910 K14/C71 F 110,404.90 ZZ
120 106,616.64 1
8553 N US 31 10.703 1,502.33 103
10.203 1,502.33 107,300.00
ELLSWORTH MI 49729 2 06/23/99 00
1192228 05 08/01/99 0
4791401 O 07/01/09
0
3028911 K14/C71 F 130,019.40 ZZ
180 128,606.56 1
1204 TREMONT STREET 10.126 1,407.23 101
9.626 1,407.23 129,500.00
DOVER OH 44622 2 08/20/99 00
1192244 05 10/01/99 0
4978501 O 09/01/14
0
3028912 K14/C71 F 45,320.00 ZZ
240 45,074.94 1
RR 1 BOX 421 11.036 468.90 103
10.536 468.90 44,000.00
EUFAULA OK 74432 2 08/25/99 00
1192269 05 10/01/99 0
4990501 O 09/01/19
0
3028913 K14/C71 F 139,001.60 ZZ
228 138,402.23 1
1224 W MAINE AVE 13.627 1,708.66 102
13.127 1,708.66 137,000.00
ENID OK 73703 2 09/07/99 00
1192285 05 10/11/99 0
5034701 O 09/11/18
0
1
3028914 K14/C71 F 76,646.09 ZZ
360 75,974.62 1
656 SIVEY ST 11.615 765.75 103
11.115 765.75 74,500.00
WABASH IN 46992 5 07/24/98 00
1193358 05 09/01/98 0
4061802 O 08/01/28
0
3028915 K14/C71 F 41,200.00 ZZ
240 40,403.31 1
512 N BROAD 11.527 440.14 103
11.027 440.14 40,000.00
GUTHRIE OK 73044 2 07/27/98 00
1193366 05 09/01/98 0
4069102 O 08/01/18
0
3028916 K14/C71 F 119,917.30 ZZ
300 118,549.65 1
1152 PIN OAK CIRCLE 10.979 1,173.50 108
10.479 1,173.50 111,500.00
NICEVILLE FL 32579 2 10/31/98 00
1193374 05 12/05/98 0
4244702 O 11/05/23
0
3028917 K14/C71 F 85,649.22 ZZ
180 82,616.61 1
19701 NITRA AVENUE 9.725 906.04 104
9.225 906.04 83,000.00
MAPLE HEIGHTS OH 44137 2 12/01/98 00
1193382 05 01/08/99 0
4288602 O 12/08/13
0
3028918 K14/C71 F 83,505.15 ZZ
180 80,432.93 1
308 HARDEN DRIVE 11.426 971.57 104
10.926 971.57 81,000.00
RINGGOLD GA 30736 2 12/23/98 00
1193390 05 02/01/99 0
4340302 O 01/01/14
0
3028919 K14/C71 F 87,038.36 ZZ
120 82,536.19 1
1
217 NORTH PARK DRIVE 10.142 1,157.07 104
9.642 1,157.07 84,000.00
MCCOMB OH 45858 2 02/22/99 00
1193408 27 04/01/99 0
4485602 O 03/01/09
0
3028920 K14/C71 F 119,025.00 ZZ
180 112,967.12 1
103 AMSTERDAM ST 9.391 1,235.07 104
8.891 1,235.07 115,000.00
TONAWANDA NY 14150 2 03/22/99 00
1193416 05 05/01/99 0
4560302 O 04/01/14
0
3028921 K14/C71 F 85,527.92 ZZ
360 85,357.34 1
2354 FLORIDIANE DR 11.594 853.12 104
11.094 853.12 83,000.00
MELBOURNE FL 32935 2 05/25/99 00
1193424 05 07/01/99 0
4715802 O 06/01/29
0
3028922 K14/C71 F 83,430.00 ZZ
220 82,987.90 1
100 PATTON DRIVE 12.977 995.64 103
12.477 995.64 81,000.00
WEST MONROE LA 71291 2 06/07/99 00
1193432 05 07/11/99 0
4716302 O 10/11/17
0
3028923 K14/C71 F 38,144.33 ZZ
180 37,511.59 1
2231 W 9TH ST 12.900 480.11 104
12.400 480.11 37,000.00
ANDERSON IN 46016 1 05/27/99 00
1193440 05 07/01/99 0
4720202 O 06/01/14
0
3028924 K14/C71 F 125,660.00 ZZ
300 125,422.06 1
412 MAGNOLIA CT 11.083 1,239.16 103
10.583 1,239.16 122,000.00
HERNDON VA 22070 2 07/12/99 00
1193457 05 08/16/99 0
1
4788702 O 07/16/24
0
3028925 K14/C71 F 34,536.08 ZZ
180 34,064.24 1
1504 12TH STREET 11.917 412.65 104
11.417 412.65 33,500.00
ROCK ISLAND IL 61201 5 06/25/99 00
1193465 05 08/01/99 0
4802802 O 07/01/14
0
3028926 K14/C71 F 188,922.10 ZZ
180 187,054.86 1
20016 SOUTH JERSEY AVENUE 11.113 2,160.71 103
10.613 2,160.71 185,000.00
LAKEWOOD CA 90715 2 07/07/99 00
1193473 05 08/12/99 0
4833902 O 07/12/14
0
3028927 K14/C71 F 68,357.67 ZZ
120 66,359.97 1
215 N JAMES STREET 9.635 889.59 103
9.135 889.59 67,000.00
CARTHAGE NY 13619 5 07/22/99 00
1193481 05 09/01/99 0
4878302 O 08/01/09
0
3028928 K14/C71 F 61,492.44 ZZ
360 61,462.74 1
2907 MONROE AVE 9.587 520.97 102
9.087 520.97 60,500.00
CLEVELAND OH 44113 2 08/13/99 00
1191907 05 10/01/99 0
4957202 O 09/01/29
0
3028929 K14/C71 F 67,010.31 ZZ
360 66,450.70 1
2059 RANDALL CT 12.076 693.20 104
11.576 693.20 65,000.00
SPRINGFIELD IL 62703 2 08/25/99 00
1193499 05 10/01/99 0
4986202 O 09/01/29
0
1
3028930 K14/C71 F 87,550.00 ZZ
180 87,116.67 1
375 E MAPLE ST 10.951 992.40 103
10.451 992.40 85,000.00
DYER TN 38330 2 08/26/99 00
1193507 05 10/02/99 0
5003202 O 09/02/14
0
3028933 K14/C71 F 67,346.94 ZZ
240 66,631.37 1
1116 N LINWOOD AVE 13.153 796.37 103
12.653 796.37 66,000.00
APPLETON WI 54914 2 09/08/99 00
1193523 05 10/13/99 0
5041902 O 09/13/19
0
3028934 K14/C71 F 99,546.63 ZZ
180 95,304.03 1
6675 N HAMPTON ROAD 9.990 1,069.12 105
9.490 1,069.12 95,000.00
SPRINGFIELD OH 45502 2 10/27/98 00
1193549 05 12/02/98 0
4237803 O 11/02/13
0
3028935 K14/C71 F 41,280.47 ZZ
144 39,210.74 1
629 WALTON AVE 10.376 502.34 104
9.876 502.34 40,000.00
DAYTON OH 45417 5 11/12/98 00
1193564 05 01/01/99 0
4260503 O 12/01/10
0
3028936 K14/C71 F 59,331.18 ZZ
180 57,402.56 2
227 EAST GARFIELD AVE 10.605 659.71 108
10.105 659.71 55,000.00
NEW CASTLE PA 16105 5 11/16/98 00
1193580 05 01/01/99 0
4267303 O 12/01/13
0
3028938 K14/C71 F 26,743.26 ZZ
60 21,398.08 1
1128 HARRISON BLVD 9.298 559.02 103
8.798 559.02 26,000.00
1
GARY IN 46407 5 11/24/98 00
1193606 05 01/01/99 0
4291603 O 12/01/03
0
3028939 K14/C71 F 83,505.15 ZZ
240 82,426.42 1
422 CATAWBA HILL CT 12.494 948.38 104
11.994 948.38 81,000.00
WALTERBORO SC 29488 2 12/03/98 00
1193622 27 01/07/99 0
4301803 O 12/07/18
0
3028940 K14/C71 F 73,707.60 ZZ
240 72,274.38 1
4087 PHARR ST 12.540 839.50 74
12.040 839.50 100,700.00
BERWICK LA 70342 2 12/29/98 00
1193648 05 02/04/99 0
4350103 O 01/04/19
0
3028941 K14/C71 F 111,375.60 ZZ
180 106,477.86 1
8095 OLDFIELD RD 9.459 1,160.26 107
8.959 1,160.26 105,000.00
CRESTLINE OH 44827 2 02/08/99 00
1193663 05 03/15/99 0
4452003 O 02/15/14
0
3028942 K14/C71 F 37,897.66 ZZ
120 36,544.72 1
709 WEST RAYMOND ST 11.105 524.30 109
10.605 524.30 35,000.00
PHILADELPHIA PA 19140 2 04/22/99 00
1193689 07 06/01/99 0
4634403 O 05/01/09
0
3028943 K14/C71 F 22,638.00 ZZ
120 21,705.39 1
134 N WYANDOTTE STREET 11.122 313.40 103
10.622 313.40 22,000.00
RAMONA OK 74061 2 05/03/99 00
1193713 05 06/15/99 0
4640403 O 05/15/09
0
1
3028944 K14/C71 F 124,631.60 ZZ
240 123,656.97 1
1278 LAURELWIND PLACE 10.394 1,235.44 104
9.894 1,235.44 120,500.00
CONCORD NC 28025 2 05/07/99 00
1193747 05 06/15/99 0
4668103 O 05/15/19
0
3028946 K14/C71 F 48,224.28 ZZ
240 47,176.77 1
7265 LONGACRE ST 12.962 563.68 103
12.462 563.68 47,000.00
DETROIT MI 48228 5 06/25/99 00
1193804 05 08/01/99 0
4805003 O 07/01/19
0
3028947 K14/C71 F 85,541.88 ZZ
360 85,101.47 1
3245 FLAMINGO LANE 9.966 748.54 104
9.466 748.54 82,900.00
MULBERRY FL 33860 1 06/30/99 00
1193838 05 08/01/99 0
4808703 O 07/01/29
0
3028948 K14/C71 F 71,959.79 ZZ
360 71,722.08 1
2025 BLACK RIVER ST 9.588 609.70 103
9.088 609.70 70,000.00
DECKERVILLE MI 48427 2 07/27/99 00
1193861 05 09/10/99 0
4889703 O 08/10/29
0
3028949 K14/C71 F 35,137.92 ZZ
180 34,857.83 1
230 SANDERS ST 12.759 439.02 110
12.259 439.02 32,000.00
INDIANAPOLIS IN 46225 2 07/27/99 00
1193903 05 09/01/99 0
4900103 O 08/01/14
0
3028951 K14/C71 F 69,894.33 ZZ
180 69,505.04 1
1
612 S MC LEAN ST 12.900 879.74 103
12.400 879.74 68,000.00
LINCOLN IL 62656 2 09/09/99 00
1193937 05 10/15/99 0
5042003 O 09/15/14
0
3028953 K14/C71 F 145,631.10 ZZ
240 140,153.04 1
14625 WALTON VERONA RD 9.866 1,392.47 108
9.366 1,392.47 135,000.00
VERONA KY 41092 2 07/20/98 00
1193986 05 09/01/98 0
4051904 O 08/01/18
0
3028954 K14/C71 F 64,101.50 ZZ
180 60,730.53 1
HC01 BOX 370 11.062 731.07 104
10.562 731.07 62,000.00
WHITE SPRINGS FL 32096 2 07/23/98 00
1194018 27 09/01/98 0
4057104 O 08/01/13
0
3028956 K14/C71 F 40,129.45 ZZ
180 39,345.93 1
1627 20TH RD 10.605 446.21 103
10.105 446.21 39,000.00
WASHINGTON KS 66968 2 05/19/99 00
1194091 05 07/01/99 0
4697804 O 06/01/14
0
3028957 K14/C71 F 34,923.52 ZZ
120 33,930.94 1
16035 LOUISVILLE RD 11.931 499.66 103
11.431 499.66 34,000.00
SMITHS GROVE KY 42171 2 05/25/99 00
1194141 05 07/01/99 0
4717104 O 06/01/09
0
3028958 K14/C71 F 81,492.90 ZZ
120 79,264.24 1
1645 E WHITTON AVENUE 12.283 1,182.56 105
11.783 1,182.56 78,000.00
PHOENIX AZ 85016 2 06/23/99 00
1194174 05 08/01/99 0
1
4798104 O 07/01/09
0
3028959 K14/C71 F 136,200.00 ZZ
180 134,884.25 1
4897 SOUTH 2475 WEST 10.490 1,504.71 101
9.990 1,504.71 135,000.00
TAYLORSVILLE UT 84118 2 07/16/99 00
1194216 05 09/01/99 0
4867904 O 08/01/14
0
3028960 K14/C71 F 169,941.40 ZZ
240 169,279.92 1
1031 E LINDA LN 10.691 1,718.52 103
10.191 1,718.52 165,000.00
GILBERT AZ 85234 5 07/23/99 00
1194265 05 09/01/99 0
4882504 O 08/01/19
0
3028961 K14/C71 F 211,281.20 ZZ
168 208,762.58 2
14 GROVE STREET 11.722 2,564.83 104
11.222 2,564.83 205,000.00
LITTLE FERRY NJ 07643 2 07/24/99 00
1194307 05 09/01/99 0
4888804 O 08/01/13
0
3028962 K14/C71 F 54,850.05 ZZ
180 54,326.18 1
3380 SE 21ST AVE 12.099 661.79 108
11.599 661.79 51,000.00
GAINESVILLE FL 32641 2 07/27/99 00
1194349 05 09/01/99 0
4895304 O 08/01/14
0
3028963 K14/C71 F 147,727.30 ZZ
180 145,653.87 1
5105 CONTI CT 9.915 1,579.81 104
9.415 1,579.81 143,000.00
BLOOMINGTON IN 47404 2 08/10/99 00
1194380 05 09/15/99 0
4943104 O 08/15/14
0
1
3028964 K14/C71 F 45,360.82 ZZ
204 45,127.01 1
200 LIME ST 10.977 491.66 104
10.477 491.66 44,000.00
DUPO IL 62240 2 08/12/99 00
1194414 05 10/01/99 0
4948904 O 09/01/16
0
3028965 K14/C71 F 162,328.40 ZZ
300 162,154.98 1
11305 BRANDYWINE ROAD 12.008 1,710.64 104
11.508 1,710.64 157,000.00
CLINTON MD 20735 2 08/12/99 00
1194455 05 10/01/99 0
4952804 O 09/01/24
0
3028966 K14/C71 F 93,892.28 ZZ
180 91,105.40 1
7728 E 21ST ST S 11.065 1,071.01 101
10.565 1,071.01 93,000.00
TULSA OK 74129 2 09/09/99 00
1194497 05 10/14/99 0
5042704 O 09/14/14
0
3028967 K14/C71 F 79,073.29 ZZ
300 72,413.42 1
5991 DAWES 12.820 881.12 110
12.320 881.12 72,000.00
KALAMAZOO MI 49004 2 10/27/98 00
1194539 05 12/09/98 0
4240405 O 11/09/23
0
3028968 K14/C71 F 144,327.90 ZZ
240 140,187.40 1
1108 HOLLENDALE WAY 9.254 1,322.23 104
8.754 1,322.23 140,000.00
GOSHEN KY 40026 5 11/17/98 00
1194562 05 01/01/99 0
4271505 O 12/01/18
0
3028969 K14/C71 F 52,475.29 ZZ
120 48,476.25 1
245 SHILOH RD 11.106 726.00 110
10.606 726.00 48,000.00
1
AMERICUS GA 31709 5 12/02/98 00
1194620 05 01/07/99 0
4300505 O 12/07/08
0
3028970 K14/C71 F 118,367.40 ZZ
240 115,562.29 1
525 WESTLAWN AVE 10.685 1,196.50 103
10.185 1,196.50 116,000.00
ELKHORN WI 53121 2 12/10/98 00
1194653 05 01/15/99 0
4312805 O 12/15/18
0
3028971 K14/C71 F 104,638.60 ZZ
360 104,071.50 1
1421 RIVERLINE TRAIL SE 11.006 996.97 108
10.506 996.97 97,000.00
MABLETON GA 30126 2 01/25/99 00
1194695 05 03/01/99 0
4378105 O 02/01/29
0
3028972 K14/C71 F 64,812.50 ZZ
240 63,728.07 1
582 HOLMAN MILL ROAD 11.050 671.19 103
10.550 671.19 63,000.00
FARMVILLE VA 23901 2 05/03/99 00
1194737 27 06/07/99 0
4657705 O 05/07/19
0
3028973 K14/C71 F 71,134.02 ZZ
180 69,706.94 1
602 EMERALD DRIVE 9.459 741.04 104
8.959 741.04 69,000.00
VILLA RICA GA 30180 2 05/07/99 00
2404275 05 06/12/99 0
4661605 O 05/12/14
0
3028974 K14/C71 F 41,237.11 ZZ
180 39,353.93 1
304 SOUTH CENTRAL AVENUE 10.934 466.99 104
10.434 466.99 40,000.00
ROCKFORD IL 61102 5 05/20/99 00
1194810 05 07/01/99 0
4705505 O 06/01/14
0
1
3028975 K14/C71 F 81,611.57 ZZ
360 80,794.41 1
1815 WOODSGLEN CT 10.097 722.06 104
9.597 722.06 79,000.00
EVANSVILLE IN 47714 2 05/25/99 00
1194851 05 07/01/99 0
4715705 O 06/01/29
0
3028976 K14/C71 F 103,553.70 ZZ
120 99,020.45 1
502 W CEDAR HILLS DRIVE 9.761 1,354.80 102
9.261 1,354.80 102,000.00
CHILLICOTHE IL 61523 2 06/08/99 00
1194893 05 07/15/99 0
4753305 O 06/15/09
0
3028977 K14/C71 F 75,512.41 ZZ
150 73,199.77 1
640 WALDO WAY 10.904 924.08 103
10.404 924.08 74,000.00
LEXINGTON KY 40505 2 06/10/99 00
1194935 05 07/15/99 0
4764005 O 12/15/11
0
3028978 K14/C71 F 62,763.07 ZZ
96 60,816.16 1
1012 CHURCHILL DR 11.234 993.85 109
10.734 993.85 58,000.00
LEXINGTON KY 40505 2 08/13/99 00
1194976 05 10/01/99 0
4954505 O 09/01/07
0
3028979 K14/C71 F 97,847.36 ZZ
360 97,774.03 1
3640 ASHEVILLE HIGHWAY 10.073 863.96 103
9.573 863.96 95,000.00
PISGAH FOREST NC 28768 1 08/31/99 00
1195015 05 10/01/99 0
5000505 O 09/01/29
0
3028980 K14/C71 F 71,281.44 ZZ
240 70,454.21 1
1
703 N VAN BUREN STREET 9.550 666.77 101
9.050 666.77 71,000.00
LITCHFIELD IL 62056 2 04/21/99 00
1195056 05 06/01/99 0
4621506 O 05/01/19
0
3028981 K14/C71 F 186,009.00 ZZ
180 182,300.55 1
204 SIMS RD SW 10.443 2,049.57 110
9.943 2,049.57 170,000.00
PATASKALA OH 43062 2 04/16/99 00
1195106 05 06/01/99 0
4625706 O 05/01/14
0
3028983 K14/C71 F 73,354.91 ZZ
180 72,247.53 1
1209 S COOPER ST 11.085 837.67 103
10.585 837.67 71,500.00
KOKOMO IN 46902 2 06/09/99 00
1195171 05 07/15/99 0
4757106 O 06/15/14
0
3028984 K14/C71 F 75,456.25 ZZ
240 74,828.87 1
2718 HARTMETZ 9.402 698.53 104
8.902 698.53 73,000.00
EVANSVILLE IN 47712 2 06/21/99 00
1195205 05 08/01/99 0
4785606 O 07/01/19
0
3028986 K14/C71 F 155,690.30 ZZ
360 155,596.34 1
196 BERKELEY TERRACE 11.780 1,575.13 104
11.280 1,575.13 150,000.00
PLAINFIELD NJ 07062 2 07/20/99 00
1195254 05 09/01/99 0
4875206 O 08/01/29
0
3028987 K14/C71 F 61,921.31 ZZ
300 61,884.17 1
208 CRAFT AVE 11.993 651.85 104
11.493 651.85 60,000.00
WISE VA 24293 2 07/23/99 00
1195296 05 09/10/99 0
1
4882806 O 08/10/24
0
3028988 K14/C71 F 162,070.80 ZZ
156 159,661.59 1
5348 EAST 129TH AVE 10.090 1,868.93 102
9.590 1,868.93 159,000.00
THORTON CO 80241 5 08/23/99 00
1195338 05 10/01/99 0
4987306 O 09/01/12
0
3028989 K14/C71 F 86,909.87 ZZ
240 86,273.86 1
8470 VALLEY CITY MAUCKPORT RD 9.465 808.13 104
8.965 808.13 84,000.00
MAUCKPORT IN 47142 2 09/01/99 00
2404283 27 10/06/99 0
5018706 O 09/06/19
0
3028990 K14/C71 F 102,040.80 ZZ
180 98,463.27 1
5010 PINE STREET 9.459 1,063.01 103
8.959 1,063.01 100,000.00
WILMINGTON NC 28403 2 12/09/98 00
1195429 05 01/14/99 0
4307607 O 12/14/13
0
3028991 K14/C71 F 51,498.98 ZZ
360 50,674.55 1
1121 N MAIN ST 11.006 490.67 110
10.506 490.67 47,000.00
IRONTON MO 63650 2 01/18/99 00
1195452 05 03/01/99 0
4378407 O 02/01/29
0
3028992 K14/C71 F 222,198.50 ZZ
180 215,068.40 1
7725 NORTH PATRIOT AVENUE 9.470 2,316.23 103
8.970 2,316.23 217,000.00
FRESNO CA 93722 2 04/19/99 00
1195494 05 05/23/99 0
4627407 O 04/23/14
0
1
3028993 K14/C71 F 33,572.56 ZZ
180 32,743.68 1
203 S ADAMS ST 10.604 373.28 105
10.104 373.28 32,000.00
BOSWELL IN 47921 5 05/24/99 00
1195544 05 07/01/99 0
4713907 O 06/01/14
0
3028994 K14/C71 F 72,164.95 ZZ
240 71,488.32 1
906 BURLINGTON STREET 10.041 698.37 104
9.541 698.37 70,000.00
MENDOTA IL 61342 2 05/25/99 00
1195585 05 07/01/99 0
4714407 O 06/01/19
0
3028995 K14/C71 F 72,164.95 ZZ
204 71,783.15 1
306 SOUTH CHURCH STREET 12.941 876.51 104
12.441 876.51 70,000.00
SNOW HILL MD 21863 2 05/29/99 00
1195619 05 07/04/99 0
4729307 O 06/04/16
0
3028996 K14/C71 F 196,726.50 ZZ
360 196,534.43 1
50 COLLINS PLACE 9.555 1,662.08 103
9.055 1,662.08 191,000.00
WOODLAND CA 95776 2 06/22/99 00
1195668 05 08/01/99 0
4792807 O 07/01/29
0
3028997 K14/C71 F 38,577.16 ZZ
120 37,360.67 1
101 EAST HAWTHORNE STREET 10.746 525.87 108
10.246 525.87 36,000.00
HARTFORD IL 62048 5 07/09/99 00
1195700 05 08/15/99 0
4834607 O 07/15/09
0
3028998 K14/C71 F 130,151.00 ZZ
360 130,096.28 1
3010 NOBLET RD 11.478 1,286.69 103
10.978 1,286.69 127,000.00
1
MANSFIELD OH 44903 2 07/14/99 00
1195742 05 09/01/99 0
4859707 O 08/01/29
0
3028999 K14/C71 F 158,620.00 ZZ
300 157,582.94 1
4685 CALLAWAY HILLS DR 12.063 1,678.01 103
11.563 1,678.01 154,000.00
MEMPHIS TN 38125 2 07/27/99 00
1195783 05 09/01/99 0
4900707 O 08/01/24
0
3029000 K14/C71 F 61,768.48 ZZ
180 61,075.73 1
130 ROCHELL RD 10.156 669.67 103
9.656 669.67 60,000.00
COLLINWOOD TN 38450 2 08/30/99 00
1195825 27 10/15/99 0
5001307 O 09/15/14
0
3029002 K14/C71 F 32,585.08 ZZ
240 32,079.49 1
RT 16 GUTHRIE BEND 11.460 346.60 104
10.960 346.60 31,500.00
BEDFORD IN 47421 5 12/08/98 00
1195866 27 01/15/99 0
4304608 O 12/15/18
0
3029003 K14/C71 F 61,425.00 ZZ
120 58,752.37 1
8335 OLD MILL RD 9.327 789.02 103
8.827 789.02 60,000.00
SISSONVILLE WV 25320 5 05/26/99 00
1195908 05 07/01/99 0
4724208 O 06/01/09
0
3029004 K14/C71 F 66,880.00 ZZ
156 65,512.89 1
117 JORDAN AVE 9.631 753.21 103
9.131 753.21 65,000.00
SUFFOLK VA 23434 5 06/14/99 00
1195940 05 08/01/99 0
4771508 O 07/01/12
0
1
3029005 K14/C71 F 57,145.71 ZZ
345 57,111.89 1
238 GREEN ST 13.113 639.51 101
12.613 639.51 57,000.00
FLINT MI 48503 2 06/24/99 00
1195981 05 08/01/99 0
4799208 O 04/01/28
0
3029006 K14/C71 F 107,874.90 ZZ
180 105,762.92 1
2630 BOHON RD 10.126 1,167.56 103
9.626 1,167.56 105,000.00
HARRODSBURG KY 40330 5 06/25/99 00
1196021 05 08/01/99 0
4806808 O 07/01/14
0
3029007 K14/C71 F 154,422.00 ZZ
360 152,767.37 1
3027 EAST LAKEWOOD STREET 11.111 1,483.56 103
10.611 1,483.56 150,000.00
MESA AZ 85213 5 06/25/99 00
1196062 05 08/01/99 0
4807308 O 07/01/29
0
3029008 K14/C71 F 66,683.83 ZZ
360 66,588.90 1
7520 STONE LAKE DR 13.066 741.10 103
12.566 741.10 64,750.00
DUBLIN OH 43016 1 07/14/99 00
1196104 06 08/13/99 0
4858808 O 07/13/29
0
3029009 K14/C71 F 92,661.45 ZZ
360 92,639.33 1
1601 13TH AVENUE NORTH 12.810 1,011.28 103
12.310 1,011.28 90,000.00
ESCANABA MI 49829 5 07/19/99 00
1196146 05 09/01/99 0
4863208 O 08/01/29
0
3029010 K14/C71 F 92,233.01 ZZ
240 90,868.35 1
1
1646 FURMAN AVENUE 9.388 853.00 103
8.888 853.00 90,000.00
INDIANAPOLIS IN 46214 5 07/19/99 00
2404291 05 09/01/99 0
4872908 O 08/01/19
0
3029011 K14/C71 F 141,700.20 ZZ
60 130,584.41 1
1307 EAST POINSETTIA STREET 9.266 2,959.79 102
8.766 2,959.79 140,000.00
LONG BEACH CA 90805 2 07/21/99 00
1196229 05 09/01/99 0
4876008 N 08/01/04
0
3029012 K14/C71 F 46,743.30 ZZ
360 46,657.85 1
150 MADISON STREET 10.121 414.39 104
9.621 414.39 45,341.00
PATASKALA OH 43062 1 08/09/99 00
1196260 05 09/08/99 0
4934008 O 08/08/29
0
3029014 K14/C71 F 108,150.00 ZZ
240 107,554.60 1
4967 WEBSTER RD 10.344 1,068.44 103
9.844 1,068.44 105,000.00
RICHMOND IN 47374 2 08/19/99 00
1196302 05 10/01/99 0
4974808 O 09/01/19
0
3029015 K14/C71 F 71,134.02 ZZ
240 70,283.70 1
4041 W HILLMONT RD 12.494 807.88 104
11.994 807.88 69,000.00
PEORIA IL 61615 2 11/17/98 00
1196344 05 01/01/99 0
4270509 O 12/01/18
0
3029016 K14/C71 F 70,103.09 ZZ
240 69,303.68 1
227 PAWNEE 12.494 796.17 104
11.994 796.17 68,000.00
IRONDALE MO 63648 2 11/24/98 00
1196377 27 01/01/99 0
1
4288009 O 12/01/18
0
3029018 K14/C71 F 171,720.00 ZZ
300 170,527.13 1
202 BAY 49TH ST 9.253 1,470.93 102
8.753 1,470.93 170,000.00
BROOKLYN NY 11214 2 05/07/99 00
1196419 05 06/15/99 0
4672909 O 05/15/24
0
3029019 K14/C71 F 82,400.00 ZZ
360 82,350.45 1
310 S 5TH ST 12.576 884.28 103
12.076 884.28 80,000.00
MCCLEARY WA 98557 2 05/15/99 00
1196450 05 07/01/99 0
4695909 O 06/01/29
0
3029020 K14/C71 F 80,906.15 ZZ
72 74,667.46 1
ROUTE 1 BOX 2192 9.669 1,485.38 102
9.169 1,485.38 80,000.00
FOLKSTON GA 31537 2 06/11/99 00
1196492 27 07/16/99 0
4768809 O 06/16/05
0
3029021 K14/C71 F 173,298.10 ZZ
240 172,791.93 1
3869 RIVERVIEW FERRY 12.644 1,986.53 109
12.144 1,986.53 159,500.00
ELLENWOOD GA 30294 2 06/19/99 00
1196534 05 08/01/99 0
4786009 O 07/01/19
0
3029022 K14/C71 F 150,129.50 ZZ
360 148,918.44 1
14278 BLAIR ROAD 12.979 1,658.27 103
12.479 1,658.27 146,000.00
SHERWOOD OH 43556 2 07/07/99 00
1196575 05 08/11/99 0
4825209 O 07/11/29
0
1
3029023 K14/C71 F 29,870.25 ZZ
180 29,487.54 1
1328 COTTONWOOD ST 11.064 340.71 103
10.564 340.71 29,000.00
ALTUS OK 73521 1 07/06/99 00
1196617 05 08/09/99 0
4826809 O 07/09/14
0
3029024 K14/C71 F 75,808.98 ZZ
180 73,803.37 1
1654 N 2ND AVE 11.066 864.79 103
10.566 864.79 74,000.00
KELSO WA 98626 2 07/07/99 00
1196658 05 08/12/99 0
4830709 O 07/12/14
0
3029025 K14/C71 F 54,590.00 ZZ
204 54,254.09 1
3020 W FAIRFIELD AVENUE 12.957 663.64 103
12.457 663.64 53,000.00
OKLAHOMA CITY OK 73116 2 08/13/99 00
1196690 05 10/01/99 0
4955609 O 09/01/16
0
3029026 K14/C71 F 42,071.20 ZZ
360 42,057.69 1
1773 DENHAM ST 11.478 415.92 104
10.978 415.92 40,500.00
CINCINNATI OH 45225 2 08/18/99 00
1196732 05 10/01/99 0
4965809 O 09/01/29
0
3029027 K14/C71 F 207,750.50 ZZ
360 204,450.35 1
20509 NE 214TH ST 9.313 1,718.61 102
8.813 1,718.61 205,000.00
BATTLE GROUND WA 98604 5 09/04/98 00
1196773 05 10/10/98 0
4135210 O 09/10/28
0
3029028 K14/C71 F 211,118.90 ZZ
240 206,954.22 1
86 ROSE AVE 9.913 2,025.19 101
9.413 2,025.19 210,000.00
1
GALENA OH 43021 2 10/26/98 00
1196815 05 12/01/98 0
4232410 O 11/01/18
0
3029029 K14/C71 F 138,673.50 ZZ
360 137,889.86 1
2771 EDWIN DRIVE 10.737 1,293.14 103
10.237 1,293.14 135,900.00
BEAVERCREEK OH 45434 1 10/27/98 00
1196856 05 12/01/98 0
4234510 O 11/01/28
0
3029030 K14/C71 F 59,793.81 ZZ
180 57,857.70 1
37714 POINSETTIA AVE 12.409 733.43 104
11.909 733.43 58,000.00
DADE CITY FL 33525 2 11/05/98 00
1196898 05 12/15/98 0
4253310 O 11/15/13
0
3029031 K14/C71 F 116,504.90 ZZ
180 113,563.95 1
1598 HWY 28 11.564 1,365.74 108
11.064 1,365.74 108,500.00
ROBBINSVILLE NC 28771 2 11/24/98 00
1196930 05 01/01/99 0
4281810 O 12/01/13
0
3029033 K14/C71 F 33,989.85 ZZ
120 32,635.80 1
3814 CLEVELAND AVENUE 11.079 469.73 103
10.579 469.73 33,000.00
SHREVEPORT LA 71109 2 04/13/99 00
1197011 05 06/01/99 0
4618610 O 05/01/09
0
3029035 K14/C71 F 153,721.70 ZZ
360 153,215.38 1
3034 BROADWAY AVE NE 10.534 1,410.06 103
10.034 1,410.06 150,000.00
LOUISVILLE OH 44641 1 07/28/99 00
1197094 27 09/01/99 0
4865510 O 08/01/29
0
1
3029036 K14/C71 F 107,438.00 ZZ
240 106,799.08 1
2440 N WILLOW WAY 10.992 1,108.38 104
10.492 1,108.38 104,000.00
INDIANAPOLIS IN 46268 2 07/20/99 00
2404309 06 09/01/99 0
4874110 O 08/01/19
0
3029037 K14/C71 F 73,997.95 ZZ
300 73,905.45 1
3193 FORD ROAD NW 11.113 731.32 103
10.613 731.32 72,000.00
WASH COURTHOUSE OH 43160 2 09/09/99 00
1197185 05 10/14/99 0
5047110 O 09/14/24
0
3029038 K14/C71 F 66,326.54 ZZ
240 64,735.91 1
710 MACKENZIE AV 11.674 715.29 103
11.174 715.29 65,000.00
LIMA OH 45805 5 02/14/98 00
1197219 05 04/01/98 0
3202011 O 03/01/18
0
3029039 K14/C71 F 29,126.21 ZZ
72 24,382.28 1
RT 5 BOX 1645 10.152 541.82 108
9.652 541.82 27,000.00
BLAKELY GA 31723 2 11/06/98 00
1197250 05 12/15/98 0
4254511 O 11/15/04
0
3029040 K14/C71 F 91,451.70 ZZ
140 88,800.62 1
2901 ROYAL PATH CT 10.500 1,135.57 109
10.000 1,135.57 84,000.00
DECATUR GA 30030 2 07/02/99 00
1197300 07 07/01/99 0
4420411 O 02/01/11
0
3029041 K14/C71 F 70,103.09 ZZ
360 70,018.91 1
1
1340 PAIR RD 11.099 672.86 104
10.599 672.86 68,000.00
MARTIN TN 38237 2 06/05/99 00
1197334 27 07/15/99 0
4744411 O 06/15/29
0
3029042 K14/C71 F 88,431.88 ZZ
360 87,911.54 1
410 MAIN ST 10.152 786.00 103
9.652 786.00 86,000.00
PECKVILLE PA 18452 5 06/10/99 00
1197375 05 07/14/99 0
4749111 O 06/14/29
0
3029043 K14/C71 F 55,384.62 ZZ
180 54,837.70 1
449 TAYLOR ST 12.013 665.17 103
11.513 665.17 54,000.00
ZANESVILLE OH 43701 2 06/18/99 00
1197417 05 08/01/99 0
4782011 O 07/01/14
0
3029044 K14/C71 F 79,310.66 ZZ
120 75,697.36 1
3203 BATLEY 9.635 1,032.13 103
9.135 1,032.13 77,000.00
TUTTLE OK 73089 2 06/18/99 00
2404333 05 08/01/99 0
4783611 O 07/01/09
0
3029045 K14/C71 F 71,134.02 ZZ
180 70,319.00 1
118 W NORTH ST 11.918 849.98 104
11.418 849.98 69,000.00
WEST MILTON OH 45383 2 06/25/99 00
1197573 05 08/01/99 0
4800311 O 07/01/14
0
3029046 K14/C71 F 82,159.38 ZZ
360 82,051.01 1
5331 SHADY RIDGE COVE 10.152 730.25 103
9.652 730.25 79,900.00
MEMPHIS TN 38141 1 06/30/99 00
1197615 05 08/01/99 0
1
4815211 O 07/01/29
0
3029047 K14/C71 F 54,476.81 ZZ
180 53,880.64 1
70 VIRGINIA AVENUE 12.042 655.29 101
11.542 655.29 54,000.00
UNIONTOWN PA 15401 5 07/09/99 00
1197656 05 08/14/99 0
4841611 O 07/14/14
0
3029048 K14/C71 F 118,450.00 ZZ
216 117,523.52 1
2235 MERCEDES 11.009 1,262.26 103
10.509 1,262.26 115,000.00
NEW ORLEANS LA 70114 5 07/16/99 00
1197698 05 09/01/99 0
4865111 O 08/01/17
0
3029049 K14/C71 F 62,105.27 ZZ
240 61,489.96 1
1277 JERRY WAY 9.739 588.63 104
9.239 588.63 60,000.00
SUMMERVILLE SC 29483 2 07/28/99 00
1197730 27 09/01/99 0
4903811 O 08/01/19
0
3029050 K14/C71 F 97,850.00 ZZ
360 97,746.90 1
868 16TH STREET 11.111 940.06 103
10.611 940.06 95,000.00
OGDEN UT 84404 2 08/25/99 00
1197771 05 10/01/99 0
4995511 O 09/01/29
0
3029051 K14/C71 F 83,938.68 ZZ
180 83,017.48 1
379 VALLEY DR 10.116 907.98 103
9.616 907.98 81,500.00
FAYETTEVILLE PA 17222 2 08/26/99 00
1197813 05 10/01/99 0
5000211 O 09/01/14
0
1
3029052 K14/C71 F 114,765.70 ZZ
240 112,757.26 1
2133 N BERNE DR 12.238 1,282.76 110
11.738 1,282.76 105,000.00
PALM SPRINGS CA 92262 5 07/23/98 00
1197854 05 09/01/98 0
4056612 O 08/01/18
0
3029053 K14/C71 F 28,293.38 ZZ
180 27,396.57 1
1826 E MAINE 10.585 314.25 103
10.085 314.25 27,500.00
ENID OK 73701 2 11/24/98 00
1197896 05 01/01/99 0
4290712 O 12/01/13
0
3029054 K14/C71 F 69,624.57 ZZ
180 68,548.51 1
27 STETSON RD 12.825 872.92 103
12.325 872.92 67,600.00
TUPPER LAKE NY 12986 2 04/22/99 00
1197938 05 06/01/99 0
4634012 O 05/01/14
0
3029056 K14/C71 F 53,402.06 ZZ
120 51,318.53 1
4350 HEMLOCK RD 11.732 757.91 103
11.232 757.91 52,000.00
LAKE MI 48622 2 05/24/99 00
1197979 05 07/01/99 0
4705912 O 06/01/09
0
3029057 K14/C71 F 50,970.87 ZZ
180 49,957.22 1
1617 PARK ST 10.125 551.64 103
9.625 551.64 49,500.00
FLINT MI 48503 2 07/02/99 00
1198019 05 08/15/99 0
4821912 O 07/15/14
0
3029058 K14/C71 F 57,731.96 ZZ
360 57,480.77 1
3643 EAST 53RD ST 11.099 554.12 104
10.599 554.12 56,000.00
1
CLEVELAND OH 44105 5 07/12/99 00
1198050 05 08/15/99 0
4844912 O 07/15/29
0
3029059 K14/C71 F 81,885.00 ZZ
360 81,654.65 1
7153 W FLOWER ST 9.897 712.37 103
9.397 712.37 79,500.00
PHOENIX AZ 85033 5 07/27/99 00
1198092 05 09/01/99 0
4893212 O 08/01/29
0
3029060 K14/C71 F 108,247.40 ZZ
360 107,352.34 1
2035 NW 113TH TERRACE 12.076 1,119.78 104
11.576 1,119.78 105,000.00
MIAMI FL 33167 2 08/09/99 00
2404374 05 09/12/99 0
4917812 O 08/12/29
0
3029061 K14/C71 F 78,456.45 ZZ
108 75,705.94 1
1294 GEERS AVE 10.137 1,110.39 105
9.637 1,110.39 75,000.00
COLUMBUS OH 43206 2 08/06/99 00
1198183 05 09/10/99 0
4929012 O 08/10/08
0
3029062 K14/C71 F 29,126.21 ZZ
360 28,975.73 1
4201 AMSTERDAM RD 11.949 298.45 108
11.449 298.45 27,000.00
SCIO OH 43988 1 07/30/98 00
2404382 05 09/01/98 0
4058313 O 08/01/28
0
3029063 K14/C71 F 24,718.91 ZZ
120 22,606.01 1
638 W67TH ST 10.115 328.24 103
9.615 328.24 24,000.00
SHREVEPORT LA 71106 5 08/20/98 00
1198266 05 10/01/98 0
4107713 O 09/01/08
0
1
3029064 K14/C71 F 64,948.45 ZZ
180 62,986.47 1
3219 TOD AVENUE NE 11.426 755.67 104
10.926 755.67 63,000.00
WARREN OH 44485 2 10/21/98 00
1198308 05 12/01/98 0
4223713 O 11/01/13
0
3029065 K14/C71 F 97,125.01 ZZ
231 96,322.36 1
1839 HEBRON RD 10.300 966.18 103
9.800 966.18 94,500.00
HEATH OH 43056 5 09/23/99 00
1198340 05 10/15/99 0
4271513 O 12/15/18
0
3029066 K14/C71 F 79,812.61 ZZ
180 77,988.31 1
9401 SUSANNE ELLEN WAY 11.598 937.34 107
11.098 937.34 75,000.00
HEISKELL TN 37754 2 02/19/99 00
1198381 27 04/01/99 0
4480813 O 03/01/14
0
3029069 K14/C71 F 173,017.50 ZZ
240 170,130.88 1
22691 FOREST BROOK LANE 9.329 1,593.48 103
8.829 1,593.48 168,000.00
BROWNSTOWN MI 48134 5 03/26/99 00
1198464 05 05/01/99 0
4567013 O 04/01/19
0
3029070 K14/C71 F 122,448.20 ZZ
360 122,401.93 1
500 WEST ST 10.737 1,141.83 101
10.237 1,141.83 122,000.00
BEAVER DAM WI 53916 2 04/26/99 00
1198506 05 06/01/99 0
4643313 O 05/01/29
0
3029071 K14/C71 F 41,820.00 ZZ
360 41,801.62 1
1
906 NW 4TH ST 13.203 469.26 102
12.703 469.26 41,000.00
STIGLER OK 74462 2 04/29/99 00
1198548 05 06/03/99 0
4654013 O 05/03/29
0
3029072 K14/C71 F 150,548.90 ZZ
180 147,520.00 1
2222 THISTLE RIDGE ROAD 10.195 1,635.81 103
9.695 1,635.81 146,200.00
CLYDE NC 28721 5 05/03/99 00
1198571 27 06/07/99 0
4660013 O 05/07/14
0
3029073 K14/C71 F 66,680.46 ZZ
240 66,100.14 1
2285 WEST 13TH STREET 9.431 618.55 108
8.931 618.55 62,000.00
JACKSONVILLE FL 32209 2 06/03/99 00
1198613 05 07/08/99 0
4742613 O 06/08/19
0
3029074 K14/C71 F 131,675.30 ZZ
180 129,047.95 1
6632 SHAFFER ROAD NW 9.951 1,411.04 103
9.451 1,411.04 128,000.00
CHAMPION TOWNSH OH 44481 5 06/14/99 00
1198654 05 08/01/99 0
4771613 O 07/01/14
0
3029075 K14/C71 F 71,197.41 ZZ
252 70,613.64 1
404 CLINTON STREET 9.419 649.38 102
8.919 649.38 70,000.00
JONESVILLE MI 49250 1 06/18/99 00
1198704 05 08/01/99 0
4778413 O 07/01/20
0
3029076 K14/C71 F 25,510.20 ZZ
120 24,811.62 1
130 BLACKHAWK ROAD 12.974 380.50 103
12.474 380.50 25,000.00
HANOVER IL 61041 5 06/22/99 00
1198753 05 08/01/99 0
1
4784413 O 07/01/09
0
3029077 K14/C71 F 64,638.12 ZZ
180 63,709.15 1
11 SMITH ST 10.845 728.40 105
10.345 728.40 62,000.00
MCDERMOTT OH 45652 2 06/25/99 00
1198795 05 08/01/99 0
4805313 O 07/01/14
0
3029078 K14/C71 F 44,281.08 ZZ
240 44,025.91 1
1546 N DENVER AVE 10.328 436.99 103
9.828 436.99 43,000.00
TULSA OK 74106 2 07/22/99 00
1198837 05 09/01/99 0
4880013 O 08/01/19
0
3029079 K14/C71 F 222,832.10 ZZ
360 222,779.86 1
428 N COUNTY ROAD 1050 E 12.891 2,446.00 104
12.391 2,446.00 215,500.00
INDIANAPOLIS IN 46234 2 07/22/99 00
1198878 05 09/01/99 0
4882113 O 08/01/29
0
3029080 K14/C71 F 70,791.23 ZZ
180 70,173.41 1
20293 GILCHRIST ST 12.021 850.57 103
11.521 850.57 69,000.00
DETROIT MI 48235 5 08/23/99 00
1198910 05 10/01/99 0
4985613 O 09/01/14
0
3029081 K14/C71 F 111,650.50 ZZ
240 111,127.50 1
8020 S DYSON RD 10.344 1,103.02 102
9.844 1,103.02 110,000.00
NINEVAH IN 46164 2 08/25/99 00
1198951 05 10/01/99 0
4996313 O 09/01/19
0
1
3029082 K14/C71 F 237,000.00 ZZ
169 234,373.01 1
9379 ENGLISHMAN DR 8.250 2,382.51 97
7.750 2,382.51 245,000.00
FENTON MI 48430 5 10/01/99 00
1198993 05 10/01/99 0
4169514 O 10/01/13
0
3029083 K14/C71 F 56,969.20 ZZ
360 56,592.36 1
5724 VERLINDE DR 9.640 484.86 103
9.140 484.86 55,500.00
FREDERIC MI 49733 2 12/16/98 00
1199033 05 02/01/99 0
4320514 O 01/01/29
0
3029084 K14/C71 F 41,200.00 ZZ
240 40,806.16 1
2900 EARLE DRIVE 12.057 455.29 103
11.557 455.29 40,000.00
WINNSBORO LA 71295 5 04/22/99 00
1199074 05 06/01/99 0
4633814 O 05/01/19
0
3029085 K14/C71 F 37,868.60 ZZ
360 37,815.28 1
RTE 2 BOX 531 11.540 376.17 104
11.040 376.17 36,600.00
SPRINGVILLE IN 47462 1 05/18/99 00
1199108 05 07/01/99 0
4696514 O 06/01/29
0
3029086 K14/C71 F 82,397.78 ZZ
108 78,893.40 1
207 BRADEN AVE 11.693 1,236.93 103
11.193 1,236.93 80,000.00
HANFORD CA 93230 5 05/26/99 00
1199140 05 07/01/99 0
4722914 O 06/01/08
0
3029087 K14/C71 F 69,791.67 ZZ
240 69,297.98 1
RT 1 BOX 37 E2 11.841 760.74 104
11.341 760.74 67,500.00
1
MACON NC 27563 5 06/17/99 00
1199181 05 08/01/99 0
4769414 O 07/01/19
0
3029088 K14/C71 F 80,412.37 ZZ
240 79,982.26 1
103 POTOMAC STREET 12.984 941.18 104
12.484 941.18 78,000.00
RADCLIFF KY 40160 2 06/15/99 00
1199223 05 08/01/99 0
4775414 O 07/01/19
0
3029089 K14/C71 F 45,320.00 ZZ
180 44,774.55 1
501 E GRUMMAN DR 11.934 541.99 103
11.434 541.99 44,000.00
MIDWEST CITY OK 73110 5 06/18/99 00
1199264 05 08/01/99 0
4783514 O 07/01/14
0
3029090 K14/C71 F 67,144.96 ZZ
216 66,001.93 1
2507 WEST MAIN STREET 10.911 711.18 104
10.411 711.18 65,000.00
ELIZABETH CITY NC 27909 2 06/23/99 00
1199306 05 08/01/99 0
4792114 O 07/01/17
0
3029091 K14/C71 F 37,958.49 ZZ
180 37,693.49 1
806 W KENTUCKY 11.066 433.01 103
10.566 433.01 37,000.00
ANADARKO OK 73005 1 06/30/99 00
1199348 05 08/01/99 0
4796314 O 07/01/14
0
3029092 K14/C71 F 86,133.35 ZZ
180 84,513.69 1
356 PINE ST 11.085 983.59 103
10.585 983.59 84,000.00
MILLERSBURG PA 17061 5 07/06/99 00
1199389 05 08/15/99 0
4826914 O 07/15/14
0
1
3029093 K14/C71 F 145,230.00 ZZ
240 144,770.63 1
11783 BROADWAY 12.018 1,600.93 103
11.518 1,600.93 141,000.00
ALDEN NY 14004 5 08/13/99 00
1199421 05 10/01/99 0
4951514 O 09/01/19
0
3029095 K14/C71 F 89,587.15 ZZ
144 88,191.31 1
2513 RALPH AVE 9.962 1,068.67 103
9.462 1,068.67 87,000.00
CLEVELAND OH 44109 2 08/26/99 00
1199462 05 10/01/99 0
4994914 O 09/01/11
0
3029096 K14/C71 F 31,924.04 ZZ
120 29,096.69 1
2040 CLINTON 11.105 441.65 107
10.605 441.65 30,000.00
TOLEDO OH 43607 2 06/24/98 00
1199504 05 08/01/98 0
4010515 O 07/01/08
0
3029097 K14/C71 F 71,354.16 ZZ
180 67,884.85 1
734 EAST MAIN STREET 9.280 735.65 105
8.780 735.65 68,500.00
MONTPELIER OH 43543 2 10/07/98 00
1199546 05 11/13/98 0
4198115 O 10/13/13
0
3029100 K14/C71 F 127,655.00 ZZ
144 125,279.66 1
405 SHORE RD 12.303 1,700.14 103
11.803 1,700.14 124,000.00
BORO UNION BEAC NJ 07735 2 06/19/99 00
1199629 05 08/01/99 0
4784715 O 07/01/11
0
3029101 K14/C71 F 70,103.34 ZZ
120 67,589.48 1
1
528 DONNA DRIVE 11.631 990.88 104
11.131 990.88 68,000.00
CLARKSVILLE TN 37042 2 06/25/99 00
1199678 05 08/01/99 0
4807715 O 07/01/09
0
3029102 K14/C71 F 181,796.70 ZZ
180 179,565.27 1
6794 BEAGLE RUN LANE 10.694 2,031.50 104
10.194 2,031.50 176,000.00
ARLINGTON TN 38002 2 07/12/99 00
1199710 05 08/16/99 0
4839315 O 07/16/14
0
3029103 K14/C71 F 50,863.29 ZZ
180 50,229.41 1
1710 CHAPMAN AVE SW 11.065 580.19 102
10.565 580.19 50,000.00
ROANOKE VA 24016 2 07/27/99 00
1199751 05 09/01/99 0
4894715 O 08/01/14
0
3029104 K14/C71 F 73,031.28 ZZ
360 72,694.12 1
5086 ELLSWORTH RD 12.420 774.90 103
11.920 774.90 71,000.00
CENTRAL LAKE MI 49622 2 08/18/99 00
1199793 05 10/01/99 0
4960815 O 09/01/29
0
3029105 K14/C71 F 55,016.18 ZZ
360 54,962.97 2
1228-1230 GLYNN CT 11.478 543.90 104
10.978 543.90 53,000.00
DETROIT MI 48202 2 08/19/99 00
1199835 05 10/01/99 0
4972015 O 09/01/29
0
3029106 K14/C71 F 136,898.40 ZZ
300 136,505.14 1
430 REICHARD DRIVE 10.545 1,296.97 103
10.045 1,296.97 133,000.00
VANDALIA OH 45377 2 08/24/99 00
1199876 05 10/01/99 0
1
4982215 O 09/01/24
0
3029107 K14/C71 F 98,643.16 ZZ
300 97,807.39 1
711 CASS ST 9.823 884.09 104
9.323 884.09 95,000.00
MONROE MI 48161 2 09/07/99 00
1199918 05 10/13/99 0
5031915 O 09/13/24
0
3029108 K14/C71 F 90,539.41 ZZ
174 87,094.72 1
123 STULL AVE 9.450 962.87 101
8.950 962.87 90,000.00
AKRON OH 44312 5 01/11/99 00
1199959 05 02/01/99 0
4004116 O 07/01/13
0
3029109 K14/C71 F 50,466.60 ZZ
180 48,489.64 1
2924 SW 16TH 10.954 572.14 103
10.454 572.14 49,000.00
OKLAHOMA CITY OK 73108 2 11/11/98 00
1199991 05 12/16/98 0
4262816 O 11/16/13
0
3029110 K14/C71 F 87,246.20 ZZ
240 86,375.90 1
4257 16TH ST 13.200 1,034.61 108
12.700 1,034.61 81,000.00
WYANDOTTE MI 48192 2 12/08/98 00
1200021 05 01/14/99 0
4306716 O 12/14/18
0
3029111 K14/C71 F 77,235.05 ZZ
216 75,688.88 1
10349 S UNION AVENUE 11.485 847.49 103
10.985 847.49 75,000.00
CHICAGO IL 60628 2 12/23/98 00
1200070 05 02/01/99 0
4342216 O 01/01/17
0
1
3029112 K14/C71 F 49,015.37 ZZ
84 44,280.92 1
1500 MARYDALE AVE 11.601 854.83 109
11.101 854.83 45,000.00
MIDWEST CITY OK 73130 5 02/01/99 00
1200112 05 03/07/99 0
4432916 O 02/07/06
0
3029113 K14/C71 F 36,138.08 ZZ
60 31,723.93 1
9361 N MT TABOR RD 10.155 770.59 104
9.655 770.59 35,000.00
ELLETTSVILLE IN 47429 2 04/26/99 00
1200146 05 06/01/99 0
4645316 O 05/01/04
0
3029114 K14/C71 F 79,376.67 ZZ
180 77,939.68 1
818 11TH STREET NW 12.999 1,004.25 105
12.499 1,004.25 76,000.00
GRAND RAPIDS MI 49504 2 05/12/99 00
1200187 05 06/12/99 0
4688716 N 05/12/14
0
3029115 K14/C71 F 128,866.00 ZZ
240 127,833.52 1
2703 MARLIN DR 12.494 1,463.55 104
11.994 1,463.55 125,000.00
DURHAM NC 27703 2 05/19/99 00
1200229 05 07/01/99 0
4703316 O 06/01/19
0
3029116 K14/C71 F 128,888.90 ZZ
240 126,950.31 1
24190 STATE ROUTE 47 9.844 1,230.51 102
9.344 1,230.51 127,600.00
WEST MANSFIELD OH 43358 2 06/24/99 00
1194042 27 08/01/99 0
4799216 O 07/01/19
0
3029117 K14/C71 F 91,636.94 ZZ
144 89,544.65 1
1378 NASH RD 11.997 1,203.41 103
11.497 1,203.41 89,000.00
1
NORTH TONAWANDA NY 14120 2 07/21/99 00
1194083 05 09/01/99 0
4878116 O 08/01/11
0
3029118 K14/C71 F 66,003.04 ZZ
360 65,984.88 1
4717 6TH STREET W 12.176 687.87 103
11.676 687.87 64,500.00
LEHIGH ACRES FL 33971 1 07/30/99 00
1194125 05 09/01/99 0
4908716 N 08/01/29
0
3029119 K14/C71 F 48,412.08 ZZ
240 46,872.36 1
29 CHESTNUT ST 9.388 447.73 104
8.888 447.73 47,000.00
BELLE VERNON PA 15012 2 08/26/99 00
1194166 05 10/01/99 0
4995716 O 09/01/19
0
3029120 K14/C71 F 59,793.81 ZZ
180 59,075.13 1
618 EAST FRANKLIN STREET 12.900 752.61 104
12.400 752.61 58,000.00
DOUGLAS GA 31533 2 09/09/99 00
1194208 05 10/15/99 0
5041716 O 09/15/14
0
3029121 K14/C71 F 73,602.71 ZZ
168 72,688.75 1
RRT 3 BOX 147 10.022 814.42 106
9.522 814.42 69,500.00
ADA OK 74820 5 09/20/99 00
1194257 05 10/01/99 0
4122917 O 09/01/13
0
3029123 K14/C71 F 41,423.95 ZZ
360 38,782.97 1
2317 BAKEWELL STREET 12.419 439.50 108
11.919 439.50 38,400.00
TOLEDO OH 46305 1 11/25/98 00
1194331 05 01/01/99 0
4293517 O 12/01/28
0
1
3029124 K14/C71 F 72,090.63 ZZ
240 71,285.52 1
3124 ALVINA ST 9.810 686.64 103
9.310 686.64 70,000.00
WARREN MI 48091 5 03/30/99 00
1194372 05 05/05/99 0
4580117 O 04/05/19
0
3029125 K14/C71 F 65,911.43 ZZ
240 65,494.05 1
809 GRIFFITH STREET 10.056 638.51 103
9.556 638.51 64,000.00
PARK HILLS MO 63601 2 06/23/99 00
1194406 05 08/01/99 0
4794117 O 07/01/19
0
3029126 K14/C71 F 98,242.11 ZZ
120 94,724.67 1
42745 6TH STREET EAST 9.772 1,285.90 104
9.272 1,285.90 95,000.00
LANCASTER CA 93535 2 06/25/99 00
1194448 05 08/01/99 0
4803817 O 07/01/09
0
3029127 K14/C71 F 71,736.79 ZZ
144 69,329.44 1
307 E ARLINGTON 9.895 852.97 103
9.395 852.97 70,000.00
NORTH JUDSON IN 46366 2 07/08/99 00
1194489 05 08/13/99 0
4839617 O 07/13/11
0
3029128 K14/C71 F 61,793.21 ZZ
120 58,733.21 1
10312 N ELM ST 10.080 819.34 103
9.580 819.34 60,000.00
HARMONY IN 47853 2 07/15/99 00
1194521 05 09/01/99 0
4863917 O 08/01/09
0
3029129 K14/C71 F 109,641.50 ZZ
180 107,995.99 1
1
4432 BUFFLEHEAD DRIVE 9.711 1,158.90 104
9.211 1,158.90 106,000.00
GLOUCESTER VA 23061 2 07/22/99 00
1194588 05 09/01/99 0
4880617 O 08/01/14
0
3029130 K14/C71 F 83,368.28 ZZ
360 83,098.92 1
4745 JACKLIN DRIVE 9.575 705.57 103
9.075 705.57 81,000.00
ROANOKE VA 24019 5 07/26/99 00
1194612 05 09/01/99 0
4883217 O 08/01/29
0
3029131 K14/C71 F 88,580.00 ZZ
174 87,324.26 1
23 MIMOSA DRIVE 9.954 963.70 103
9.454 963.70 86,000.00
MIDDLE TOWNSHIP NJ 08242 2 07/27/99 00
1194661 05 09/01/99 0
4893417 O 02/01/14
0
3029132 K14/C71 F 51,689.10 ZZ
180 51,143.31 1
1432 TAYLOR ST 12.075 622.85 104
11.575 622.85 50,000.00
MEMPHIS TN 38106 2 07/27/99 00
1194703 05 09/01/99 0
4896017 O 08/01/14
0
3029134 K14/C71 F 43,045.51 ZZ
180 42,464.42 1
1714 EDSALL AVENUE 10.503 475.90 105
10.003 475.90 41,000.00
FORT WAYNE IN 46803 2 08/05/99 00
1194745 05 09/10/99 0
4927117 O 08/10/14
0
3029136 K14/C71 F 66,895.55 ZZ
180 66,140.08 1
513 CHERRY ROAD 11.139 766.18 103
10.639 766.18 65,000.00
WEST PALM BEACH FL 33409 2 08/09/99 00
1194786 05 09/12/99 0
1
4937317 O 08/12/14
0
3029137 K14/C71 F 50,369.49 ZZ
180 49,552.43 1
3319 POINT PLEASANT RD 10.203 547.55 103
9.703 547.55 49,000.00
NEWPORT TN 37821 2 08/23/99 00
1194828 05 10/01/99 0
4982517 O 09/01/14
0
3029138 K14/C71 F 77,127.87 ZZ
180 76,510.42 1
1346 ANTIOCH RD 10.120 834.49 103
9.620 834.49 75,000.00
DOVER TN 37058 2 08/26/99 00
1194869 05 10/02/99 0
5002117 O 09/02/14
0
3029139 K14/C71 F 113,402.10 ZZ
360 113,302.57 1
215 TERRI AVENUE 13.052 1,259.06 104
12.552 1,259.06 110,000.00
BEREA KY 40403 1 08/31/99 00
1194901 05 10/06/99 0
5010217 O 09/06/29
0
3029140 K14/C71 F 145,195.30 ZZ
360 145,053.21 1
1559 WINDERMERE COURT 10.269 1,303.15 103
9.769 1,303.15 141,000.00
PALMDALE CA 93551 2 09/03/99 00
1194943 05 10/09/99 0
5033217 O 09/09/29
0
3029142 K14/C71 F 126,697.40 ZZ
360 126,229.39 1
4337 EAST FRYE ROAD 9.421 1,058.05 104
8.921 1,058.05 122,000.00
PHOENIX AZ 85044 2 04/15/99 00
1195023 05 06/01/99 0
4623118 O 05/01/29
0
1
3029143 K14/C71 F 95,790.00 ZZ
360 95,256.42 1
123 WENDEL AVENUE 11.599 955.84 103
11.099 955.84 93,000.00
TONAWANDA NY 14223 5 04/26/99 00
1195064 05 06/01/99 0
4646118 O 05/01/29
0
3029144 K14/C71 F 100,925.80 ZZ
180 99,776.64 1
14356 EAST 29TH LANE 11.190 1,159.19 103
10.690 1,159.19 98,000.00
YUMA AZ 85367 2 06/22/99 00
1195098 27 08/01/99 0
4782518 O 07/01/14
0
3029145 K14/C71 F 150,060.60 ZZ
360 148,388.60 1
53 PHEASANT RUN 11.708 1,509.90 104
11.208 1,509.90 145,000.00
EDISON NJ 08820 2 07/06/99 00
1195130 07 08/09/99 0
4826418 O 07/09/29
0
3029146 K14/C71 F 66,847.46 ZZ
180 65,770.84 1
125 NW 27 ST 9.573 700.99 110
9.073 700.99 61,000.00
MIAMI FL 33127 2 07/09/99 00
1195189 05 08/15/99 0
4838718 O 07/15/14
0
3029147 K14/C71 F 98,969.07 ZZ
270 98,715.47 1
11230 COUNTRY HOMES DRIVE 11.050 995.10 104
10.550 995.10 96,000.00
EVANSVILLE IN 47712 2 07/14/99 00
1195221 27 09/01/99 0
4860918 O 02/01/22
0
3029148 K14/C71 F 60,627.01 ZZ
360 60,381.33 1
2914 CHAMBERLAIN AVE 10.555 557.07 103
10.055 557.07 59,000.00
1
CHATTANOOGA TN 37406 2 07/27/99 00
1195262 05 09/01/99 0
4893018 O 08/01/29
0
3029150 K14/C71 F 112,785.00 ZZ
120 110,063.44 1
1100 WEST ALBUQUERQUE 9.289 1,446.41 103
8.789 1,446.41 109,500.00
BROKEN ARROW OK 74011 2 08/21/99 00
1195304 05 10/01/99 0
4982118 O 09/01/09
0
3029151 K14/H74 F 35,959.17 ZZ
180 34,095.78 1
6811 MONTGOMERY RD 12.042 432.54 106
11.542 432.54 34,000.00
CAMDEN MI 49232 2 12/22/97 00
1195346 05 02/01/98 0
3137619 O 01/01/13
0
3029152 K14/C71 F 92,084.84 ZZ
240 91,376.72 1
135 SOUTHLANE DR 11.457 979.29 104
10.957 979.29 89,000.00
NEW WHITELAND IN 46184 2 05/13/99 00
1195361 05 07/01/99 0
4692519 O 06/01/19
0
3029153 K14/C71 F 99,533.61 ZZ
120 96,206.43 1
1415 CHELSEA DOWNS LANE 9.510 1,288.49 109
9.010 1,288.49 92,000.00
CONYERS GA 30013 2 05/24/99 00
1195411 05 07/01/99 0
4705319 O 06/01/09
0
3029154 K14/C71 F 81,150.49 ZZ
120 78,447.12 1
74098 28TH AVE 11.821 1,155.89 103
11.321 1,155.89 79,000.00
COVERT MI 49043 2 05/25/99 00
1195460 05 07/01/99 0
4718119 O 06/01/09
0
1
3029155 K14/C71 F 72,163.97 ZZ
360 72,129.59 1
4433 NORTH HAVEN AVENUE 13.829 845.29 104
13.329 845.29 70,000.00
TOLEDO OH 43612 2 07/08/99 00
1195502 05 08/12/99 0
4838319 O 07/12/29
0
3029156 K14/C71 F 61,554.30 ZZ
180 59,818.40 1
19 APPLE PLACE 10.107 665.50 102
9.607 665.50 60,500.00
MILLVILLE NJ 08332 2 07/16/99 00
1195551 05 09/01/99 0
4864719 O 08/01/14
0
3029157 K14/C71 F 77,519.38 ZZ
360 77,479.20 1
1627 WINFORD ROAD 12.041 799.82 104
11.541 799.82 75,000.00
BALTIMORE MD 21239 2 08/17/99 00
1195593 07 10/01/99 0
4961919 O 09/01/29
0
3029158 K14/C71 F 27,920.24 ZZ
144 27,313.65 1
1011 E WINDY LN 9.632 327.76 108
9.132 327.76 26,000.00
LANE OK 74555 5 09/03/99 00
1195635 05 10/09/99 0
5027519 O 09/09/11
0
3029160 K14/C71 F 94,845.36 ZZ
180 91,028.99 1
926 NORTH HAMPTON STREET 11.426 1,103.52 104
10.926 1,103.52 92,000.00
WOODSTOCK IL 60098 2 08/04/98 00
1195718 05 09/08/98 0
4081420 O 08/08/13
0
3029161 K14/C71 F 100,322.30 ZZ
120 94,168.39 1
1
25701 TECLA 11.107 1,388.02 108
10.607 1,388.02 93,000.00
WARREN MI 48089 2 12/21/98 00
1195759 05 02/01/99 0
4332520 O 01/01/09
0
3029162 K14/C71 F 45,286.24 ZZ
120 42,968.30 1
2910 12TH ST COURT EAST 10.346 607.17 101
9.846 607.17 45,000.00
BRADENTON FL 34208 2 02/22/99 00
1195791 05 04/01/99 0
4479920 O 03/01/09
0
3029163 K14/C71 F 78,271.88 ZZ
360 77,717.08 1
11868 JOSHUA DELL ROAD 9.517 659.12 103
9.017 659.12 76,000.00
VICTORVILLE CA 92392 2 03/16/99 00
1195833 27 05/01/99 0
4543920 O 04/01/29
0
3029164 K14/C71 F 94,760.00 ZZ
180 93,120.52 1
3657 N CONSTANCE DR 10.951 1,074.13 103
10.451 1,074.13 92,000.00
PRESCOTT VALLEY AZ 86314 5 06/03/99 00
1195874 05 07/15/99 0
4723120 O 06/15/14
0
3029166 K14/C71 F 26,216.72 ZZ
180 25,877.87 1
1601 S 11TH STREET 10.489 289.62 105
9.989 289.62 25,000.00
ST JOSEPH MO 64503 2 06/17/99 00
1195916 05 08/01/99 0
4775120 O 07/01/14
0
3029167 K14/C71 F 129,724.00 ZZ
300 128,533.79 1
444 19TH ST 9.716 1,152.93 103
9.216 1,152.93 126,000.00
OTSEGO MI 49078 2 06/16/99 00
1195957 05 08/01/99 0
1
4776720 O 07/01/24
0
3029168 K14/C71 F 149,406.70 ZZ
204 146,801.07 1
330 WILD ROSE LN 9.751 1,502.29 104
9.251 1,502.29 145,000.00
BOONE NC 28607 2 06/17/99 00
1195999 05 08/01/99 0
4780620 O 07/01/16
0
3029169 K14/C71 F 86,902.92 ZZ
180 85,324.50 1
630 LAWS RD 9.920 929.61 109
9.420 929.61 80,000.00
GREENEVILLE TN 37743 5 06/19/99 00
1196039 05 08/01/99 0
4785320 O 07/01/14
0
3029170 K14/C71 F 171,781.70 ZZ
240 170,149.10 1
94667 HARDTACK RD 9.373 1,587.01 105
8.873 1,587.01 165,000.00
GOLD BEACH OR 97444 2 06/25/99 00
1196070 27 08/06/99 0
4808320 O 07/06/19
0
3029171 K14/C71 F 38,144.33 ZZ
240 38,071.46 1
501 N GRIFFIN STREET 12.983 446.43 104
12.483 446.43 37,000.00
DANVILLE IL 61832 2 07/15/99 00
1196112 05 09/01/99 0
4858220 O 08/01/19
0
3029172 K14/C71 F 72,100.00 ZZ
180 71,152.33 2
10 SMITH STREET 9.967 773.34 103
9.467 773.34 70,000.00
MONTICELLO NY 12701 2 07/27/99 00
1196153 05 09/01/99 0
4900820 N 08/01/14
0
1
3029173 K14/C71 F 84,432.99 ZZ
360 84,409.24 1
2201 BERNE AVE 12.076 873.43 103
11.576 873.43 82,000.00
TERRE HAUTE IN 47805 2 08/23/99 00
1196195 05 10/01/99 0
4986520 O 09/01/29
0
3029174 K14/C71 F 143,418.00 ZZ
240 143,107.87 1
422 HARVARD AVENUE 11.534 1,532.81 104
11.034 1,532.81 139,000.00
HILLSIDE NJ 07205 2 08/24/99 00
1196237 05 10/01/99 0
4988620 O 09/01/19
0
3029176 K14/C71 F 61,433.40 ZZ
120 57,857.51 1
14050 SE 10TH STREET 10.297 821.98 106
9.797 821.98 58,000.00
WILLISTON FL 32696 2 03/03/99 00
1196278 27 04/07/99 0
4522621 O 03/07/09
0
3029178 K14/C71 F 25,893.49 ZZ
120 24,831.72 1
941 OWEN AVE 10.141 344.21 106
9.641 344.21 24,500.00
AKRON OH 44311 1 04/28/99 00
1196310 05 06/05/99 0
4643321 O 05/05/09
0
3029179 K14/C71 F 70,917.26 ZZ
240 70,232.58 1
131 RANDOLPH DRIVE 9.289 651.30 103
8.789 651.30 69,000.00
LAFAYETTE LA 70501 2 05/15/99 00
1196351 05 07/01/99 0
4690621 O 06/01/19
0
3029180 K14/C71 F 126,725.90 ZZ
360 126,554.42 1
2212 FAIRDALE AVENUE 9.440 1,060.04 103
8.940 1,060.04 124,000.00
1
CLEVELAND OH 44109 2 05/25/99 00
1196393 05 07/01/99 0
4716221 O 06/01/29
0
3029181 K14/C71 F 48,543.69 ZZ
360 48,197.89 1
4315 JAMIE CT 10.534 445.28 108
10.034 445.28 45,000.00
INDIANAPOLIS IN 46226 1 06/11/99 00
1196435 05 07/15/99 0
4759621 N 06/15/29
0
3029182 K14/C71 F 78,240.07 ZZ
240 77,618.90 1
6698 OLD HWY 52 11.325 824.96 103
10.825 824.96 76,000.00
WESTMORELAND TN 37186 2 06/11/99 00
1196476 27 08/01/99 0
4770021 O 07/01/19
0
3029183 K14/C71 F 125,566.30 ZZ
360 125,444.89 1
3812 BAYMEADOW DR 11.478 1,241.37 105
10.978 1,241.37 120,000.00
LOUISVILLE KY 40258 2 06/14/99 00
1196518 05 08/01/99 0
4771621 O 07/01/29
0
3029184 K14/C71 F 87,636.84 ZZ
180 87,344.63 1
530 WARD DRIVE 13.958 1,164.62 104
13.458 1,164.62 85,000.00
WINTERSVILLE OH 43953 2 08/19/99 00
1196559 05 10/01/99 0
4970721 O 09/01/14
0
3029185 K14/C71 F 130,000.00 ZZ
240 129,724.18 1
69325 COUNTY RD 29 11.677 1,402.25 101
11.177 1,402.25 129,000.00
NEW PARIS IN 46553 2 08/20/99 00
1196591 05 10/01/99 0
4980921 O 09/01/19
0
1
3029186 K14/C71 F 99,286.14 ZZ
180 98,331.96 1
577 ANDY BUNTON LN 10.157 1,076.49 103
9.657 1,076.49 97,000.00
BUTLER TN 37640 2 09/13/99 00
1196633 05 11/01/99 0
5054621 O 10/01/14
0
3029187 K14/H74 F 20,440.51 ZZ
120 17,087.48 1
7400 WALDO 11.586 288.39 108
11.086 288.39 19,000.00
DETROIT MI 48210 5 01/20/98 00
1196674 05 03/01/98 0
3165922 O 02/01/08
0
3029188 K14/C71 F 74,150.36 ZZ
180 70,947.48 1
527 OCHLAHATCHEE DR 12.428 910.45 103
11.928 910.45 72,000.00
PERRY GA 31069 2 04/14/98 00
1196716 05 06/01/98 0
3871622 O 05/01/13
0
3029189 K14/C71 F 83,204.40 ZZ
130 79,911.67 1
124 E 25TH ST 10.300 1,069.17 101
9.800 1,069.17 83,000.00
OWENSBORO KY 42303 2 03/24/99 00
1196757 05 04/05/99 0
4188322 O 01/05/10
0
3029190 K14/C71 F 54,357.01 ZZ
170 53,890.53 1
1256 N RAYMOND RD 10.409 615.81 109
9.909 615.81 50,000.00
BATTLE CREEK MI 49014 2 09/25/99 00
1196799 05 10/15/99 0
4229622 O 11/15/13
0
3029191 K14/C71 F 102,997.20 ZZ
180 99,686.38 1
1
2304 ANNDEL COURT 11.443 1,199.47 103
10.943 1,199.47 100,000.00
GROVE CITY OH 43123 5 10/26/98 00
1196831 05 12/01/98 0
4236122 O 11/01/13
0
3029192 K14/C71 F 75,223.35 ZZ
360 74,962.62 1
22163 96TH STREET 11.594 750.33 104
11.094 750.33 73,000.00
LIVE OAK FL 32060 2 03/17/99 00
1196872 27 05/01/99 0
4547322 O 04/01/29
0
3029193 K14/C71 F 91,633.53 ZZ
235 91,068.29 1
2005 5TH STREET 9.532 862.86 108
9.032 862.86 85,000.00
VERO BEACH FL 32958 2 09/23/99 00
1196922 05 10/15/99 0
4593022 O 04/15/19
0
3029194 K14/C71 F 82,474.23 ZZ
240 81,631.39 1
1530 AIRPORT RD 9.550 771.46 104
9.050 771.46 80,000.00
SALISBURY NC 28147 2 05/25/99 00
1196963 05 07/01/99 0
4717422 O 06/01/19
0
3029195 K14/C71 F 90,674.91 ZZ
180 89,125.15 1
2067 BANKS SCHOOL RD 10.944 1,027.42 104
10.444 1,027.42 88,000.00
KINSTON NC 28504 2 05/26/99 00
1197003 05 07/01/99 0
4720822 O 06/01/14
0
3029196 K14/C71 F 25,737.89 ZZ
120 24,000.43 1
34 WEST SPRUCE STREET 10.731 350.63 103
10.231 350.63 25,000.00
MAHANOY CITY PA 17948 2 06/07/99 00
1197045 07 07/11/99 0
1
4749022 O 06/11/09
0
3029197 K14/C71 F 137,486.20 ZZ
240 136,930.18 1
206 KENT ST 9.883 1,316.13 103
9.383 1,316.13 133,500.00
JEFFERSON CITY MO 65109 2 08/09/99 00
1197086 05 09/13/99 0
4932722 O 08/13/19
0
3029198 K14/C71 F 43,149.95 ZZ
300 43,024.16 1
506 N MISSOURI AVENUE 12.358 465.92 108
11.858 465.92 40,000.00
SEDALIA MO 65301 2 09/03/99 00
1197128 05 10/08/99 0
5019222 O 09/08/24
0
3029200 K14/C71 F 62,692.70 ZZ
180 61,141.79 1
6426 COBALT AVE N 12.959 791.52 103
12.459 791.52 61,000.00
JACKSONVILLE FL 32210 2 11/04/98 00
1197169 05 12/15/98 0
4251423 O 11/15/13
0
3029201 K14/C71 F 29,553.91 ZZ
120 28,702.65 1
603 BROOKSIDE AVENUE 11.731 419.43 110
11.231 419.43 27,000.00
ALTON IL 62002 2 06/24/99 00
1197201 05 08/01/99 0
4797523 O 07/01/09
0
3029202 K14/C71 F 74,155.68 ZZ
144 72,505.83 1
64 RT 3 10.858 923.36 103
10.358 923.36 72,000.00
BRODHEAD KY 40409 2 07/12/99 00
1197243 05 08/16/99 0
4849523 O 07/16/11
0
1
3029203 K14/C71 F 171,115.50 ZZ
300 168,867.22 1
5211 VIENNA DRIVE 10.093 1,566.16 104
9.593 1,566.16 166,000.00
CLINTON MD 20735 2 07/13/99 00
1197284 05 09/01/99 0
4850823 O 08/01/24
0
3029204 K14/C71 F 93,030.63 ZZ
360 92,981.10 1
5231 CLEMENT ST 11.757 939.56 104
11.257 939.56 90,000.00
MAPLE HEIGHTS OH 44137 2 07/15/99 00
1197326 05 09/01/99 0
4859723 O 08/01/29
0
3029205 K14/C71 F 79,081.63 ZZ
240 78,817.46 1
2051 COUNTY ROAD Q 12.166 879.93 103
11.666 879.93 77,500.00
POUND WI 54161 2 07/23/99 00
1197367 05 09/01/99 0
4882423 O 08/01/19
0
3029206 K14/C71 F 95,503.62 ZZ
180 94,524.58 1
1575 RICHARDS DRIVE 11.140 1,093.90 104
10.640 1,093.90 92,500.00
PALM BAY FL 32905 2 07/23/99 00
2404317 05 09/01/99 0
4887123 O 08/01/14
0
3029207 K14/C71 F 215,210.40 ZZ
240 213,850.97 1
3429 LARKSPUR DRIVE 10.344 2,126.11 103
9.844 2,126.11 210,000.00
LONGMONT CO 80503 2 07/24/99 00
1197441 05 09/01/99 0
4888723 O 08/01/19
0
3029209 K14/C71 F 61,800.00 ZZ
180 59,191.52 1
566 COUNTY ROAD 200 NORTH 9.459 643.80 103
8.959 643.80 60,000.00
1
PESOTUM IL 61863 2 09/25/98 00
1197508 05 11/15/98 0
4178424 O 10/15/13
0
3029210 K14/C71 F 159,835.00 ZZ
240 156,656.77 1
148 FLAME VINE DRIVE 9.269 1,465.85 104
8.769 1,465.85 155,000.00
NAPLES FL 34110 5 12/12/98 00
1197540 05 01/16/99 0
4316924 O 12/16/18
0
3029211 K14/C71 F 66,740.23 ZZ
240 66,181.90 1
4116 WEST CYPRESS STREET 13.182 790.58 108
12.682 790.58 62,000.00
PHOENIX AZ 85009 2 02/24/99 00
1197581 05 04/01/99 0
4499824 O 03/01/19
0
3029212 K14/C71 F 59,331.17 ZZ
240 58,983.55 1
16306 RIVER STREET NE 11.774 643.96 108
11.274 643.96 55,000.00
ALLIANCE OH 44601 2 05/10/99 00
1197623 05 06/13/99 0
4684524 O 05/13/19
0
3029213 K14/C71 F 33,441.21 ZZ
300 33,303.25 1
2202 MANGOLD AVE 12.358 361.09 102
11.858 361.09 33,000.00
POPLAR BLUFF MO 63901 2 05/25/99 00
1197664 05 07/01/99 0
4713524 O 06/01/24
0
3029214 K14/C71 F 130,927.80 ZZ
240 130,624.88 1
107 TIMOTHY DRIVE 11.023 1,353.47 104
10.523 1,353.47 127,000.00
TALLMADGE OH 44278 2 06/15/99 00
1197706 05 08/01/99 0
4772024 O 07/01/19
0
1
3029215 K14/C71 F 112,589.60 ZZ
180 111,564.98 1
390 BABBITT RD 12.052 1,355.03 103
11.552 1,355.03 110,000.00
EUCLID OH 44123 2 06/24/99 00
1197748 05 08/01/99 0
4798724 O 07/01/14
0
3029216 K14/C71 F 66,201.73 ZZ
180 65,219.69 1
564 HWY 158 13.476 858.45 104
12.976 858.45 64,000.00
GATESVILLE NC 27938 2 06/24/99 00
1197789 05 08/01/99 0
4801024 O 07/01/14
0
3029217 K14/C71 F 89,379.07 ZZ
180 88,585.79 1
499 DILLON ROAD 10.157 969.07 102
9.657 969.07 88,000.00
MILTON TN 37118 2 07/21/99 00
1197821 27 09/01/99 0
4876024 O 08/01/14
0
3029218 K14/C71 F 131,783.50 ZZ
180 130,831.51 1
1140 WRIGHT DR 12.900 1,658.72 101
12.400 1,658.72 131,000.00
CLAWSON MI 48017 2 07/21/99 00
1197862 05 09/01/99 0
4878124 O 08/01/14
0
3029220 K14/C71 F 55,885.42 ZZ
240 55,659.37 1
114 S JEFFERSON ST 10.866 571.76 103
10.366 571.76 54,500.00
COLDWATER MI 49036 2 08/16/99 00
2404341 05 10/01/99 0
4951824 O 09/01/19
0
3029221 K14/C71 F 80,731.71 ZZ
180 80,170.86 1
1
11275 NORTH 99TH AVENUE UNIT93 11.935 965.54 101
11.435 965.54 80,000.00
PEORIA AZ 85345 2 08/13/99 00
1197946 27 10/01/99 0
4956524 O 09/01/14
0
3029222 K14/C71 F 55,620.00 ZZ
240 55,518.06 1
481 SWAN AVENUE 12.018 613.12 103
11.518 613.12 54,000.00
HOHENWALD TN 38462 2 08/17/99 00
1197987 05 10/01/99 0
4964624 O 09/01/19
0
3029223 K14/C71 F 82,755.09 ZZ
180 81,936.50 1
919 WHITE ST 10.125 895.63 104
9.625 895.63 80,000.00
STROUDSBURG PA 18360 2 08/19/99 00
1198027 05 10/01/99 0
4974824 O 09/01/14
0
3029224 K14/C71 F 45,158.38 ZZ
180 44,631.20 1
432 WEST RIDGE ROAD 11.084 515.65 101
10.584 515.65 45,000.00
GARY IN 46408 2 08/19/99 00
1198068 05 10/01/99 0
4975324 O 09/01/14
0
3029225 K14/C71 F 38,719.32 ZZ
120 37,789.63 1
1217 WAYNE STREET 9.418 499.28 105
8.918 499.28 37,000.00
WASHINGTON PA 15301 2 08/24/99 00
1198100 05 10/01/99 0
4988124 O 09/01/09
0
3029226 K14/C71 F 82,598.52 ZZ
240 82,421.68 1
303 HILLSIDE DRIVE 11.723 893.58 104
11.223 893.58 79,500.00
ORISKANY NY 13495 5 08/26/99 00
1198134 05 10/01/99 0
1
5003024 O 09/01/19
0
3029227 K14/C71 F 73,130.00 ZZ
180 70,841.96 1
23080 WILSON RD 9.474 762.49 103
8.974 762.49 71,000.00
OKMULGEE OK 74447 2 02/03/99 00
1198175 05 03/10/99 0
4436725 O 02/10/14
0
3029228 K14/C71 F 67,525.77 ZZ
240 67,331.56 1
100 W ARTHUR ST 13.963 837.88 104
13.463 837.88 65,500.00
HICKSVILLE OH 43526 2 04/14/99 00
1198217 05 06/01/99 0
4619625 O 05/01/19
0
3029229 K14/C71 F 91,836.73 ZZ
240 91,221.30 1
203 PRAIRIE ST 11.673 990.34 103
11.173 990.34 90,000.00
SHARON WI 53585 2 04/17/99 00
1198258 05 06/01/99 0
4626125 O 05/01/19
0
3029231 K14/C71 F 125,635.80 ZZ
360 125,608.60 1
901 WAGNER DRIVE 13.829 1,471.64 110
13.329 1,471.64 115,000.00
BATTLE CREEK MI 49017 1 06/11/99 00
1198290 05 07/11/99 0
4767225 O 06/11/29
0
3029232 K14/C71 F 77,527.36 ZZ
240 77,446.73 1
3104 EAST FAIRMONT AVENUE 11.961 851.54 104
11.461 851.54 75,000.00
BALTIMORE MD 21224 2 06/25/99 00
1198332 07 08/01/99 0
4810325 O 07/01/19
0
1
3029233 K14/C71 F 212,160.00 ZZ
360 208,616.66 1
1520 E ROBINSON WAY 10.752 1,980.79 102
10.252 1,980.79 208,000.00
CHANDLER AZ 85225 1 07/22/99 00
1198373 05 09/01/99 0
4878825 O 08/01/29
0
3029234 K14/C71 F 149,484.50 ZZ
360 149,432.38 1
1804 TWIN CABIN LANE 11.099 1,434.77 104
10.599 1,434.77 145,000.00
MONTICELIO IL 61856 2 07/23/99 00
1198423 05 09/01/99 0
4879325 O 08/01/29
0
3029235 K14/C71 F 156,634.30 ZZ
240 155,499.48 1
11895 EAST SHORE DR 11.298 1,648.65 103
10.798 1,648.65 153,000.00
WHITMORE LAKE MI 48189 2 07/27/99 00
1198456 05 09/01/99 0
4898125 O 08/01/19
0
3029236 K14/C71 F 81,100.49 ZZ
240 80,998.39 1
11482 GOODES LANE 11.757 879.29 102
11.257 879.29 80,000.00
SALUDA VA 23149 2 07/27/99 00
1198498 27 09/01/99 0
4899725 O 08/01/19
0
3029237 K14/C71 F 98,058.25 ZZ
180 94,147.49 1
2799 MAYWOOD ROAD 10.126 1,061.31 105
9.626 1,061.31 94,000.00
COLUMBUS OH 43232 2 08/07/99 00
1198530 05 09/11/99 0
4920325 O 08/11/14
0
3029238 K14/C71 F 36,042.74 ZZ
180 35,670.68 1
1517 OELKE DR 10.106 389.66 103
9.606 389.66 35,000.00
1
MIDWEST CITY OK 73110 2 08/26/99 00
1198597 05 10/01/99 0
4999525 O 09/01/14
0
3029240 K14/C71 F 97,535.93 ZZ
300 96,574.84 1
1036 FALLINGWATER DRIVE SOUTH 11.127 964.93 103
10.627 964.93 95,000.00
SMYRNA GA 30080 2 05/25/99 00
1198670 07 07/10/99 0
4716426 O 06/10/24
0
3029241 K14/C71 F 69,550.00 ZZ
180 68,914.26 1
15242 FOOKS LANE 11.233 800.71 104
10.733 800.71 67,000.00
PUNGOTEAGUE VA 23422 2 06/22/99 00
1198712 05 08/01/99 0
4785126 O 07/01/14
0
3029243 K14/C71 F 72,109.20 ZZ
180 71,434.68 1
1189 BLANKENSHIP AVE 11.233 830.17 104
10.733 830.17 70,000.00
LAS VEGAS NV 89106 2 07/19/99 00
1198787 05 09/01/99 0
4861426 O 08/01/14
0
3029244 K14/C71 F 84,092.24 ZZ
300 84,017.68 1
805 EAST 25TH STREET 13.051 951.65 104
12.551 951.65 81,000.00
YUMA AZ 85365 5 07/27/99 00
1198829 05 09/01/99 0
4889126 O 08/01/24
0
3029245 K14/C71 F 87,578.95 ZZ
120 85,259.17 1
1522 KENNEDY AVE 9.268 1,122.16 104
8.768 1,122.16 85,000.00
SCHERERVILLE IN 46375 2 08/12/99 00
1198860 05 10/01/99 0
4948726 O 09/01/09
0
1
3029246 K14/C71 F 80,554.29 ZZ
180 80,162.50 1
2117 WEST ELM STREET 13.535 1,047.73 104
13.035 1,047.73 78,000.00
TAMPA FL 33604 2 08/16/99 00
1198902 05 10/01/99 0
4961226 O 09/01/14
0
3029247 K14/C71 F 57,731.96 ZZ
240 57,454.86 1
417 N DOUGLAS AVE 12.004 635.84 104
11.504 635.84 56,000.00
THREE RIVERS MI 49093 2 09/03/99 00
1198944 05 10/15/99 0
4998626 O 09/15/19
0
3029248 K14/H74 F 45,368.69 ZZ
120 35,699.78 1
1811 FLETCHER 11.588 640.13 106
11.088 640.13 43,000.00
LANSING MI 48910 5 10/20/97 00
1198985 05 12/01/97 0
3037827 O 11/01/07
0
3029249 K14/C71 F 38,679.63 ZZ
110 37,130.28 1
3815 N PARK AVE 9.350 524.88 102
8.850 524.88 38,000.00
PHILADELPHIA PA 19140 5 08/12/99 00
1199025 05 08/01/99 0
4097327 O 09/01/08
0
3029250 K14/C71 F 164,694.10 ZZ
300 162,420.21 1
1422 WINGED FOOT COURT 9.340 1,420.65 105
8.840 1,420.65 157,000.00
MURRELLS INLT SC 29576 2 08/21/98 00
1199066 05 10/01/98 0
4107527 O 09/01/23
0
3029252 K14/C71 F 56,701.03 ZZ
180 55,379.79 1
1
507 ILLINOIS ST 11.426 659.71 104
10.926 659.71 55,000.00
PEORIA IL 61603 2 02/19/99 00
1199116 05 04/01/99 0
4482727 O 03/01/14
0
3029253 K14/C71 F 46,592.36 ZZ
120 44,698.99 1
3112 N SHORE DR 9.529 603.63 104
9.029 603.63 45,000.00
FLINT MI 48504 5 06/03/99 00
1199157 05 07/08/99 0
4742427 O 06/08/09
0
3029254 K14/C71 F 79,988.19 ZZ
120 77,409.45 1
6 CHAMPLIN AVE 10.599 1,083.76 103
10.099 1,083.76 78,000.00
LIBERTY NY 12754 5 06/22/99 00
1199207 05 08/01/99 0
4775627 O 07/01/09
0
3029255 K14/C71 F 94,247.03 ZZ
240 93,542.67 1
530 N MAIN STREET 10.344 931.09 102
9.844 931.09 93,000.00
ADA OH 45810 2 06/22/99 00
1199249 05 08/01/99 0
4790227 O 07/01/19
0
3029256 K14/C71 F 28,113.70 ZZ
240 27,918.92 1
3135 ENRIGHT ST 10.003 271.36 104
9.503 271.36 27,200.00
TOLEDO OH 43608 1 06/30/99 00
1199298 05 08/01/99 0
4814827 N 07/01/19
0
3029257 K14/C71 F 116,195.40 ZZ
180 115,022.97 1
146 HUNTER ROAD 11.966 1,392.00 103
11.466 1,392.00 113,000.00
GRIFFIN GA 30224 2 07/27/99 00
1199330 05 09/01/99 0
1
4893727 O 08/01/14
0
3029258 K14/C71 F 141,175.20 ZZ
240 138,893.71 1
2144 ISEMAN RD 9.888 1,351.91 104
9.388 1,351.91 136,500.00
DARLINGTON SC 29532 2 08/04/99 00
1199363 05 09/15/99 0
4922727 O 08/15/19
0
3029260 K14/C71 F 82,474.22 ZZ
180 79,232.71 1
27 DELAWARE TRAIL 12.900 1,038.08 104
12.400 1,038.08 80,000.00
MALVERN OH 44644 1 07/31/98 00
1199405 05 09/01/98 0
4076028 O 08/01/13
0
3029261 K14/C71 F 37,325.48 ZZ
120 35,761.15 1
601 NW 77TH AVENUE 207 12.576 548.01 110
12.076 548.01 34,000.00
MARGATE FL 33063 2 04/08/99 00
1199447 06 05/13/99 0
4615328 O 04/13/09
0
3029262 K14/C71 F 27,810.23 ZZ
180 27,361.38 1
704 N TAYLOR AVE 11.543 325.64 103
11.043 325.64 27,000.00
WYNNEWOOD OK 73098 1 04/26/99 00
1199496 05 06/01/99 0
4643828 O 05/01/14
0
3029263 K14/C71 F 51,500.00 ZZ
360 51,430.82 1
316 EAST 29TH STREET 11.599 513.89 103
11.099 513.89 50,000.00
BUENA VISTA VA 24416 2 05/13/99 00
1199538 05 07/01/99 0
4672828 O 06/01/29
0
1
3029264 K14/C71 F 88,659.79 ZZ
144 86,168.18 1
756 RODENBURG ROAD #2B 9.364 1,027.24 104
8.864 1,027.24 86,000.00
ROSELLE IL 60172 2 05/19/99 00
1199579 06 07/01/99 0
4696328 O 06/01/11
0
3029265 K14/C71 F 76,530.61 ZZ
180 75,088.89 1
1308 E 9TH ST 11.120 875.62 103
10.620 875.62 75,000.00
MENOMONIE WI 54751 2 05/20/99 00
1199611 05 07/01/99 0
4704428 O 06/01/14
0
3029266 K14/C71 F 71,052.63 ZZ
120 69,010.69 1
19 LANDIS STREET 10.244 948.59 104
9.744 948.59 68,750.00
GRANITEVILLE SC 29829 2 06/24/99 00
1199652 05 08/01/99 0
4799828 O 07/01/09
0
3029267 K14/C71 F 104,771.80 ZZ
120 100,634.79 1
2092 JAMIE DR 9.464 1,353.66 108
8.964 1,353.66 97,500.00
MEMPHIS TN 38116 2 07/07/99 00
1199686 05 08/15/99 0
4817028 O 07/15/09
0
3029268 K14/C71 F 70,118.66 ZZ
360 69,862.36 1
509 NE 76TH TERRACE 9.588 594.10 104
9.088 594.10 68,000.00
GLADSTONE MO 64118 2 07/22/99 00
1199728 05 09/01/99 0
4878728 O 08/01/29
0
3029269 K14/C71 F 80,722.20 ZZ
360 80,626.43 1
702 NOTTAWAY DRIVE 10.075 712.87 104
9.575 712.87 78,000.00
1
CHESAPEAKE VA 23320 2 07/23/99 00
1199769 07 09/01/99 0
4883128 N 08/01/29
0
3029270 K14/C71 F 133,495.10 ZZ
240 132,923.84 1
6048 FLAIG DR 9.387 1,234.52 104
8.887 1,234.52 129,000.00
FAIRFIELD OH 45014 2 07/24/99 00
1199801 05 09/07/99 0
4888928 O 08/07/19
0
3029271 K14/C71 F 102,040.80 ZZ
240 101,071.02 1
506 LAWRENCE AVE 9.697 964.32 103
9.197 964.32 100,000.00
ROTHSCHILD WI 54474 2 07/26/99 00
2404416 05 09/01/99 0
4893328 O 08/01/19
0
3029272 K14/C71 F 145,083.80 ZZ
240 144,778.33 1
6221 SEMINOLE DRIVE 11.735 1,570.77 103
11.235 1,570.77 142,000.00
PANAMA CITY FL 32404 2 07/29/99 00
1199884 05 09/02/99 0
4907728 O 08/02/19
0
3029273 K14/C71 F 127,229.80 ZZ
180 126,304.72 1
669 GRAFTONS MILL LN 10.126 1,377.04 104
9.626 1,377.04 123,000.00
LEXINGTON KY 40509 2 08/27/99 00
1199926 05 10/01/99 0
5006228 O 09/01/14
0
3029274 K14/C71 F 169,950.00 ZZ
180 168,452.88 1
41 HUDSON RD 12.918 2,141.12 103
12.418 2,141.12 165,000.00
WASHINGTONVILLE NY 10992 2 09/07/99 00
1199975 05 10/15/99 0
5035228 O 09/15/14
0
1
3029275 K14/C71 F 202,427.30 ZZ
240 199,672.35 1
6 ROLAND DR 9.373 1,870.13 102
8.873 1,870.13 200,000.00
ALBANY NY 12208 2 09/10/99 00
1200013 05 10/15/99 0
5050928 O 09/15/19
0
3029276 K14/C71 F 55,016.18 ZZ
180 52,538.31 1
RR1 BOX 268 10.605 611.73 108
10.105 611.73 51,000.00
BARNEY GA 31625 2 07/22/98 00
1200054 05 09/01/98 0
4047729 O 08/01/13
0
3029277 K14/C71 F 49,679.92 ZZ
180 47,714.11 1
1646 NELSON AVE 12.503 612.41 104
12.003 612.41 48,000.00
INDIANAPOLIS IN 46203 5 08/03/98 00
1200096 05 09/07/98 0
4079329 O 08/07/13
0
3029278 K14/C71 F 54,639.18 ZZ
180 52,999.52 1
375 SINSINAWA AVENUE 12.900 687.73 104
12.400 687.73 53,000.00
EAST DUBUQUE IL 61025 5 09/12/98 00
1200138 05 11/01/98 0
4145429 O 10/01/13
0
3029279 K14/C71 F 53,452.00 ZZ
180 52,164.53 1
2915 PINE LOG RD 12.042 642.96 103
11.542 642.96 52,000.00
WHITEVILLE NC 28472 2 01/25/99 00
1200179 27 03/01/99 0
4413229 O 02/01/14
0
3029280 K14/C71 F 72,100.00 ZZ
240 71,143.97 1
1
4513 CHURCH STREET 9.563 675.04 103
9.063 675.04 70,000.00
COOKEVILLE TN 38501 2 03/16/99 00
1200211 27 05/01/99 0
4544129 O 04/01/19
0
3029281 K14/C71 F 64,948.45 ZZ
240 64,435.54 1
4429 COLERAIN AVE 12.984 760.18 104
12.484 760.18 63,000.00
CINCINNATI OH 45223 2 04/15/99 00
1200252 05 06/01/99 0
4623029 O 05/01/19
0
3029282 K14/C71 F 65,623.22 ZZ
240 64,885.31 1
406 N 20TH ST 9.563 614.40 101
9.063 614.40 65,000.00
DUNCAN OK 73533 2 04/21/99 00
1200286 05 06/01/99 0
4626729 O 05/01/19
0
3029283 K14/C71 F 91,018.60 ZZ
120 87,756.99 1
793 CEMETARY RD 10.277 1,216.82 104
9.777 1,216.82 88,000.00
HAUGHTON LA 71037 2 05/17/99 00
1200310 27 07/01/99 0
4697529 O 06/01/09
0
3029284 K14/C71 F 40,816.33 ZZ
180 40,329.50 1
1549 N SHORE DR 11.614 479.77 103
11.114 479.77 40,000.00
HATLEY WI 54440 2 06/18/99 00
1200344 05 08/01/99 0
4771729 O 07/01/14
0
3029285 K14/C71 F 81,640.44 ZZ
240 81,309.23 1
13835 BROAD AVENUE 10.328 805.67 103
9.828 805.67 80,000.00
BATON ROUGE LA 70808 1 06/22/99 00
1200377 05 08/01/99 0
1
4788729 O 07/01/19
0
3029286 K14/C71 F 95,808.97 ZZ
180 94,035.50 1
1009 DONNICK STREET 9.705 1,012.35 105
9.205 1,012.35 92,000.00
MINONK IL 61760 2 07/08/99 00
1200401 05 08/15/99 0
4818229 O 07/15/14
0
3029287 K14/C71 F 129,703.60 ZZ
360 129,674.34 1
4315 BUCHANAN AVENUE 13.054 1,440.26 109
12.554 1,440.26 120,000.00
BALTIMORE MD 21211 2 07/17/99 00
1200435 05 09/01/99 0
4868129 O 08/01/29
0
3029288 K14/C71 F 44,729.23 ZZ
180 44,064.70 1
318 N COAL ST 12.042 538.04 103
11.542 538.04 43,500.00
PORT CARBON PA 17965 2 07/23/99 00
1200468 05 09/01/99 0
4880129 O 08/01/14
0
3029289 K14/C71 F 89,649.75 ZZ
240 88,219.64 1
5607 WINTERGARDEN PKWY 11.520 957.29 104
11.020 957.29 87,000.00
FORT PIERCE FL 34951 5 08/22/98 00
1200492 05 10/01/98 0
4110730 O 09/01/18
0
3029290 K14/C71 F 75,247.43 ZZ
240 74,388.76 1
7125 WEST MISSOURI 13.182 891.35 110
12.682 891.35 68,500.00
GLENDALE AZ 85304 5 10/22/98 00
1200526 05 12/01/98 0
4227530 O 11/01/18
0
1
3029291 K14/C71 F 62,207.97 ZZ
120 58,093.30 2
4920 N 19TH STREET 12.716 918.44 104
12.216 918.44 60,000.00
MILWAUKEE WI 53209 2 10/27/98 00
1200559 05 12/15/98 0
4238230 O 11/15/08
0
3029292 K14/C71 F 99,787.76 ZZ
180 96,677.68 1
15332 OAKFIELD 11.123 1,141.90 110
10.623 1,141.90 91,000.00
DETROIT MI 48227 5 11/17/98 00
1200583 05 01/01/99 0
4268830 O 12/01/13
0
3029294 K14/C71 F 136,378.80 ZZ
120 122,914.76 1
6 BUCKS DRIVE 12.247 1,976.16 108
11.747 1,976.16 127,000.00
BARNEGAT NJ 08005 2 03/25/99 00
1200617 05 05/01/99 0
4565630 O 04/01/09
0
3029295 K14/C71 F 109,329.30 ZZ
360 109,070.79 1
3563 S 45TH STREET 11.722 1,101.23 110
11.222 1,101.23 100,000.00
GREENFIELD WI 53220 2 04/06/99 00
1200641 05 05/10/99 0
4607430 O 04/10/29
0
3029296 K14/C71 F 43,870.00 ZZ
180 43,081.97 1
24 EAST AVENUE 9.304 452.93 103
8.804 452.93 43,000.00
TONAWANDA NY 14150 2 05/19/99 00
1200674 05 07/01/99 0
4703030 N 06/01/14
0
3029297 K14/C71 F 206,014.70 ZZ
360 205,609.21 1
22402 40TH PL WEST 10.300 1,853.76 101
9.800 1,853.76 206,000.00
1
MOUNTLAKE TERRA WA 98043 2 06/21/99 00
1200708 05 08/01/99 0
4785630 O 07/01/29
0
3029299 K14/C71 F 133,903.20 ZZ
360 133,667.28 1
11770 JUNIPER ST 10.895 1,264.58 104
10.395 1,264.58 130,000.00
RENO NV 89506 2 07/08/99 00
1200765 05 08/12/99 0
4829530 O 07/12/29
0
3029300 K14/C71 F 71,070.00 ZZ
180 70,598.52 1
4543 UPPER HOLLEY RD 11.934 849.94 103
11.434 849.94 69,000.00
CLARENDON NY 14429 5 08/24/99 00
1200799 05 10/01/99 0
4979230 O 09/01/14
0
3029301 K14/C71 F 66,326.53 ZZ
240 65,126.63 1
2495 RHOADS AVE 11.673 715.25 103
11.173 715.25 65,000.00
COLUMBUS OH 43207 2 07/09/98 00
1200823 05 08/13/98 0
4036131 O 07/13/18
0
3029302 K14/C71 F 64,102.56 ZZ
360 63,346.58 1
1107 EMERSON DRIVE 9.692 548.01 103
9.192 548.01 62,500.00
ANDERSON IN 46011 2 08/06/98 00
1200864 05 09/11/98 0
4086031 O 08/11/28
0
3029303 K14/C71 F 89,690.72 ZZ
180 86,476.24 1
1606 HIGHVIEW AVE 11.426 1,043.54 104
10.926 1,043.54 87,000.00
AKRON OH 44301 2 11/23/98 00
1200898 05 01/01/99 0
4286731 O 12/01/13
0
1
3029304 K14/C71 F 57,216.49 ZZ
66 52,017.97 1
42589 SANDBAR RD 10.743 1,151.87 104
10.243 1,151.87 55,500.00
LEWISVILLE OH 43754 5 05/13/99 00
1200922 05 07/01/99 0
4691431 O 12/01/04
0
3029305 K14/C71 F 133,900.00 ZZ
240 133,181.16 1
983 WEST 520 NORTH 10.054 1,296.96 103
9.554 1,296.96 130,000.00
TREMONTON UT 84337 2 07/23/99 00
1200955 05 09/01/99 0
4886631 O 08/01/19
0
3029306 K14/C71 F 130,810.00 ZZ
180 129,220.99 1
5125 S MEDLEY CT 11.935 1,564.47 103
11.435 1,564.47 127,000.00
SEATTLE WA 98118 2 08/04/99 00
1200989 05 09/10/99 0
4888731 O 08/10/14
0
3029307 K14/C71 F 85,333.06 ZZ
180 83,658.31 1
403 ORCHARD ST 10.984 969.04 103
10.484 969.04 83,000.00
BRISTOL TN 37620 1 08/24/99 00
1201011 05 10/01/99 0
4985931 O 09/01/14
0
3029308 K14/C71 F 103,936.90 ZZ
360 103,812.80 1
111 WEST PAULINE DR 10.534 953.39 102
10.034 953.39 102,000.00
CLEARFIELD PA 16830 5 08/26/99 00
1201045 05 10/01/99 0
4998731 O 09/01/29
0
3029309 K14/C71 F 95,945.19 ZZ
180 93,087.78 1
1
17282 NORTH 58TH AVENUE 12.978 1,212.55 108
12.478 1,212.55 89,000.00
GLENDALE AZ 85308 2 10/03/98 00
1201078 05 11/07/98 0
4193032 O 10/07/13
0
3029310 K14/C71 F 43,292.83 ZZ
120 41,072.96 1
2404 EAST 59TH ST 11.586 610.81 109
11.086 610.81 40,000.00
KANSAS CITY MO 64130 2 01/27/99 00
1201102 05 03/15/99 0
4427432 O 02/15/09
0
3029311 K14/C71 F 107,142.90 ZZ
240 105,664.58 1
2509 KENWOOD AVE 9.697 1,012.54 103
9.197 1,012.54 105,000.00
JANESVILLE WI 53545 2 03/23/99 00
1201136 05 05/01/99 0
4562232 O 04/01/19
0
3029312 K14/C71 F 89,544.51 ZZ
360 89,219.04 1
403 COMSTOCK STREET 11.047 855.93 103
10.547 855.93 87,000.00
ADDISON MI 49220 5 06/16/99 00
1201177 05 08/01/99 0
4774132 O 07/01/29
0
3029313 K14/C71 F 46,143.51 ZZ
180 45,379.72 1
1062 CHESTNUT STREET 9.587 484.27 104
9.087 484.27 44,500.00
NELSONVILLE OH 45764 2 06/18/99 00
1201201 05 08/01/99 0
4783832 O 07/01/14
0
3029314 K14/C71 F 123,462.50 ZZ
180 121,223.60 1
502 BLAIR SHORE RD 10.221 1,343.48 103
9.721 1,343.48 120,000.00
ROPER NC 27970 2 06/23/99 00
2404473 05 08/01/99 0
1
4789032 O 07/01/14
0
3029315 K14/C71 F 43,455.77 ZZ
360 43,420.98 1
RTE 1 BOX 277 11.053 415.58 104
10.553 415.58 42,000.00
BEDFORD IN 47421 1 06/30/99 00
1201268 05 08/01/99 0
4813332 O 07/01/29
0
3029316 K14/C71 F 81,369.71 ZZ
180 79,631.03 1
517 W 68TH ST 10.245 886.64 103
9.745 886.64 79,000.00
TULSA OK 74132 2 07/06/99 00
1201284 05 08/09/99 0
4827732 O 07/09/14
0
3029317 K14/C71 F 68,041.24 ZZ
240 67,354.76 1
2325 23RD AVENUE 10.041 658.46 104
9.541 658.46 66,000.00
MOLINE IL 61265 2 07/20/99 00
1201318 05 09/01/99 0
4867432 O 08/01/19
0
3029318 K14/C71 F 61,014.35 ZZ
180 60,151.73 1
6523 W COLUMBUS AVENUE 10.106 659.63 102
9.606 659.63 60,000.00
PHOENIX AZ 85033 2 07/23/99 00
1201342 05 09/01/99 0
4883632 O 08/01/14
0
3029319 K14/C71 F 82,740.02 ZZ
120 80,249.60 1
116 CHURCH ST 9.660 1,077.90 104
9.160 1,077.90 80,000.00
KINGSTON PA 18704 5 07/26/99 00
1201375 05 09/10/99 0
4892232 O 08/10/09
0
1
3029320 K14/C71 F 145,736.40 ZZ
360 145,517.82 1
7704 MANE LANE 12.041 1,503.66 104
11.541 1,503.66 141,000.00
FORESTVILLE MD 20747 2 07/27/99 00
1201409 05 09/01/99 0
4898532 O 08/01/29
0
3029321 K14/C71 F 142,268.00 ZZ
360 141,844.46 1
1600 WEST 35TH ST 11.099 1,365.51 104
10.599 1,365.51 138,000.00
LORAIN OH 44053 1 07/31/99 00
1201433 05 09/01/99 0
4911032 O 08/01/29
0
3029322 K14/C71 F 214,104.10 ZZ
360 213,917.50 1
11420 MINES BLVD 10.089 1,893.01 102
9.589 1,893.01 210,000.00
WHITTIER CA 90606 2 08/11/99 00
1201466 05 09/16/99 0
4939832 O 08/16/29
0
3029323 K14/C71 F 103,601.80 ZZ
240 103,073.48 2
827 BERKSHIRE DRIVE 9.897 992.72 103
9.397 992.72 101,500.00
HYATTSVILLE MD 20783 2 08/17/99 00
1201490 05 10/01/99 0
4960432 O 09/01/19
0
3029324 K14/C71 F 46,483.23 ZZ
180 46,092.17 1
5148 N 8TH ST 12.383 569.38 104
11.883 569.38 45,000.00
PHILADELPHIA PA 19120 2 08/26/99 00
1201524 07 10/01/99 0
5002532 O 09/01/14
0
3029325 K14/C71 F 83,948.05 ZZ
300 83,769.89 1
833 POSTELL STREET 9.991 762.30 104
9.491 762.30 81,500.00
1
RALEIGH NC 27601 5 09/13/99 00
1201557 05 11/01/99 0
5058732 O 10/01/24
0
3029326 K14/C71 F 51,237.11 ZZ
180 49,300.77 1
929 E GRANT ST 11.426 596.14 104
10.926 596.14 49,700.00
ALLIANCE OH 44601 2 08/10/98 00
1201599 05 09/15/98 0
4084233 O 08/15/13
0
3029327 K14/C71 F 67,980.00 ZZ
360 67,180.54 1
203 WILLA 11.599 678.34 103
11.099 678.34 66,000.00
POTEAU OK 74953 2 11/19/98 00
1201623 05 01/01/99 0
4275233 O 12/01/28
0
3029328 K14/C71 F 107,133.40 ZZ
120 103,015.01 1
6425 S ALBANY AVE 11.239 1,490.29 108
10.739 1,490.29 100,000.00
CHICAGO IL 60629 2 05/15/99 00
1201656 05 07/01/99 0
4693833 O 06/01/09
0
3029329 K14/C71 F 56,701.03 ZZ
120 54,136.51 1
13236 S FORRESTVILLE AVE 11.732 804.73 104
11.232 804.73 55,000.00
CHICAGO IL 60627 2 05/20/99 00
1201680 05 07/01/99 0
4704533 O 06/01/09
0
3029330 K14/C71 F 66,910.60 ZZ
180 66,205.95 1
6983 WELLINGTON DR 11.065 763.24 103
10.565 763.24 65,000.00
DERBY NY 14047 2 06/09/99 00
1201714 05 07/14/99 0
4762533 O 06/14/14
0
1
3029331 K14/C71 F 45,227.96 ZZ
120 44,038.71 1
815 WHITE ROSE STREET 11.631 639.28 101
11.131 639.28 45,000.00
HUMBOLDT TN 38343 2 06/18/99 00
2404507 27 08/01/99 0
4783433 O 07/01/09
0
3029332 K14/C71 F 132,119.60 ZZ
300 131,785.90 1
220 GREENBRIAR CIR 11.107 1,305.15 103
10.607 1,305.15 128,500.00
NEWPORT TN 37821 2 06/22/99 00
1201771 05 08/01/99 0
4789733 O 07/01/24
0
3029333 K14/C71 F 55,670.10 ZZ
180 55,037.17 1
8469 LOUDER BACK 12.900 700.70 104
12.400 700.70 54,000.00
SARDINIA OH 45171 2 06/22/99 00
1201805 05 08/01/99 0
4791533 O 07/01/14
0
3029334 K14/C71 F 82,474.23 ZZ
360 82,318.52 1
215 12TH ST 13.052 915.68 104
12.552 915.68 80,000.00
RAPIDS CITY IL 61278 2 06/24/99 00
1201847 05 08/01/99 0
4795733 O 07/01/29
0
3029335 K14/C71 F 34,505.00 ZZ
180 33,912.31 1
2641 NW 23RD ST 11.934 412.65 103
11.434 412.65 33,500.00
OKLAHOMA CITY OK 73107 5 06/24/99 00
1201870 05 08/01/99 0
4800133 O 07/01/14
0
3029336 K14/C71 F 76,984.54 ZZ
120 74,081.84 1
1
40620 E 6TH AVENUE 10.036 1,018.89 103
9.536 1,018.89 75,000.00
UMATILLA FL 32784 2 07/08/99 00
2404515 05 08/12/99 0
4838033 O 07/12/09
0
3029337 K14/C71 F 20,516.20 ZZ
144 20,116.54 1
2107 ORIOLE LN 10.836 255.19 103
10.336 255.19 20,000.00
KINGSTON OK 73439 5 07/26/99 00
1201920 05 09/01/99 0
4881133 O 08/01/11
0
3029338 K14/C71 F 222,123.70 ZZ
240 219,604.78 1
1923 HILLSIDE DR 11.475 2,364.97 104
10.975 2,364.97 215,000.00
FALLS CHURCH VA 22043 2 07/29/99 00
1201953 05 09/03/99 0
4906233 O 08/03/19
0
3029339 K14/C71 F 56,644.77 ZZ
300 56,570.31 1
16225 N 30TH STREET UNIT 13 10.823 547.95 103
10.323 547.95 55,000.00
PHOENIX AZ 85032 2 08/25/99 00
1201987 06 10/01/99 0
4997433 O 09/01/24
0
3029340 K14/C71 F 66,818.54 ZZ
360 66,704.46 1
4 MAY AVE 12.076 691.22 103
11.576 691.22 65,000.00
CHILLICOTHE OH 45601 2 08/31/99 00
1202019 05 10/04/99 0
5014433 O 09/04/29
0
3029341 K14/C71 F 82,474.23 ZZ
180 80,682.21 1
5915 CHARLIE AVE 11.426 959.58 104
10.926 959.58 80,000.00
BLOOMINGTON IN 47401 2 12/23/98 00
1202043 05 02/01/99 0
1
4340434 O 01/01/14
0
3029342 K14/C71 F 39,175.26 ZZ
120 36,873.89 1
2673 WASHINGTON 9.267 501.93 104
8.767 501.93 38,000.00
GRANITE CITY IL 62040 5 03/05/99 00
1202084 05 04/10/99 0
4522834 O 03/10/09
0
3029343 K14/C71 F 27,208.31 ZZ
180 26,632.01 1
2065 DUREN STREET 11.563 318.94 109
11.063 318.94 25,000.00
MEIGS GA 31765 2 04/21/99 00
1202100 05 06/01/99 0
4631234 O 05/01/14
0
3029344 K14/C71 F 82,262.21 ZZ
240 81,404.12 1
357 N EDGEHILL DR 11.250 863.14 103
10.750 863.14 80,000.00
AUSTINTOWN OH 44515 2 04/26/99 00
1202134 05 06/01/99 0
4646134 O 05/01/19
0
3029345 K14/C71 F 30,927.84 ZZ
180 29,996.21 1
214 PERRY ST 11.426 359.84 104
10.926 359.84 30,000.00
LEXINGTON KY 40508 5 05/03/99 00
1202167 05 06/07/99 0
4660234 O 05/07/14
0
3029346 K14/C71 F 41,036.20 ZZ
180 40,413.49 1
STATE ROUTE 1006 11.065 468.09 103
10.565 468.09 40,000.00
BLAND VA 24315 2 06/10/99 00
1202217 05 07/15/99 0
4754034 O 06/15/14
0
1
3029347 K14/C71 F 80,852.82 ZZ
240 80,188.57 1
RT 2 BOX 129 9.563 756.98 103
9.063 756.98 78,500.00
LA GRANGE NC 28551 2 06/11/99 00
1202233 05 08/01/99 0
4758234 O 07/01/19
0
3029348 K14/C71 F 46,985.45 ZZ
96 44,957.99 1
177 ROSS LANE 11.344 746.81 104
10.844 746.81 45,200.00
RINGGOLD GA 30736 2 06/17/99 00
1202274 05 08/01/99 0
4779134 O 07/01/07
0
3029349 K14/C71 F 70,145.61 ZZ
240 69,700.06 1
1324 RICHMOND AVE 12.488 796.36 104
11.988 796.36 68,000.00
LINCOLN PARK MI 48146 5 06/25/99 00
1202308 05 08/01/99 0
4803434 O 07/01/19
0
3029350 K14/C71 F 76,400.00 ZZ
240 76,118.92 1
934 LINCOLN WAY NW 12.814 884.98 104
12.314 884.98 74,000.00
MASSILLON OH 44647 2 07/06/99 00
1202332 05 08/15/99 0
4828534 O 07/15/19
0
3029351 K14/C71 F 66,574.78 ZZ
144 65,595.75 1
2088 RAYSTOWN RD 12.489 894.22 108
11.989 894.22 62,000.00
EVERETT PA 15532 5 07/27/99 00
1202365 05 09/01/99 0
4895134 O 08/01/11
0
3029352 K14/C71 F 154,871.80 ZZ
240 153,099.32 1
2127 HACKBERRY CIRCLE 10.609 1,557.56 103
10.109 1,557.56 151,000.00
1
LONGMONT CO 80501 2 07/28/99 00
1202399 05 09/02/99 0
4903234 O 08/02/19
0
3029353 K14/C71 F 94,760.00 ZZ
120 91,768.26 1
3415 S 66TH ST 9.783 1,240.90 103
9.283 1,240.90 92,000.00
TACOMA WA 98409 2 08/23/99 00
1202423 05 10/05/99 0
4977734 O 09/05/09
0
3029354 K14/C71 F 75,257.73 ZZ
360 75,195.96 1
755 W NORTH STREET 13.052 835.56 104
12.552 835.56 73,000.00
GIRARD IL 62640 2 08/25/99 00
1202464 05 10/01/99 0
4991834 O 09/01/29
0
3029355 K14/C71 F 75,836.03 ZZ
360 75,468.95 1
228 SKYLINE DRIVE 10.534 695.63 104
10.034 695.63 73,000.00
ROCKINGHAM NC 28379 2 08/26/99 00
1202498 05 10/01/99 0
4999134 O 09/01/29
0
3029356 K14/C71 F 130,591.40 ZZ
360 122,862.10 1
3120 TINA LN 12.979 1,442.46 108
12.479 1,442.46 121,000.00
MARIETTA GA 30066 5 09/22/98 00
1202522 05 11/01/98 0
4169735 O 10/01/28
0
3029357 K14/C71 F 102,839.80 ZZ
360 102,593.55 1
1500 AUTUMN RIDGE DR 11.028 981.54 103
10.528 981.54 100,000.00
NASHVILLE TN 37207 2 11/21/98 00
1202563 05 01/01/99 0
4281535 O 12/01/28
0
1
3029358 K14/C71 F 64,333.85 ZZ
84 56,131.63 1
5960 E. STATE RTE 29 9.529 1,052.43 108
9.029 1,052.43 60,000.00
URBANA OH 43078 2 11/24/98 00
1202597 05 01/01/99 0
4292235 O 12/01/05
0
3029361 K14/C71 F 76,483.28 ZZ
180 74,614.64 1
3631 N GERRARD AVE 11.564 896.58 104
11.064 896.58 74,000.00
INDIANAPOLIS IN 46224 2 05/26/99 00
1202654 05 07/01/99 0
4724135 O 06/01/14
0
3029362 K14/C71 F 61,034.03 ZZ
240 60,545.74 1
12028 N 113TH DRIVE 10.328 602.32 109
9.828 602.32 56,000.00
YOUNGTOWN AZ 85363 2 06/21/99 00
1202688 05 08/01/99 0
4788435 O 07/01/19
0
3029364 K14/C71 F 84,540.57 ZZ
180 83,738.29 1
118 WOODY THOMAS DRIVE 9.433 879.38 104
8.933 879.38 82,000.00
LAVERGNE TN 37086 2 07/26/99 00
1202753 05 09/01/99 0
4892135 O 08/01/14
0
3029365 K14/C71 F 108,421.00 ZZ
180 107,355.59 1
3923 COLE AVENUE 11.532 1,268.77 104
11.032 1,268.77 105,000.00
HIGH POINT NC 27265 2 07/27/99 00
1202787 05 09/01/99 0
4900235 O 08/01/14
0
3029366 K14/C71 F 78,263.00 ZZ
180 77,397.74 1
1
443 WEST 6TH DRIVE 11.907 934.61 103
11.407 934.61 76,000.00
MESA AZ 85210 5 07/27/99 00
1202829 05 09/14/99 0
4902335 O 08/14/14
0
3029367 K14/C71 F 126,689.10 ZZ
180 125,694.32 1
5204 CUMBERLAND STREET 11.094 1,447.43 102
10.594 1,447.43 125,000.00
CAPITOL HEIGHTS MD 20743 2 08/25/99 00
1202860 05 10/01/99 0
4993535 O 09/01/14
0
3029368 K14/C71 F 172,784.00 ZZ
240 165,320.31 1
201 LEEWOOD DR 9.851 1,650.38 108
9.351 1,650.38 160,000.00
LYNCHBURG VA 24503 5 09/09/98 00
1202894 05 10/15/98 0
4135636 O 09/15/18
0
3029370 K14/C71 F 78,350.52 ZZ
300 77,275.13 1
225 JEFFERSON ST SE 9.601 690.05 104
9.101 690.05 76,000.00
HARTVILLE OH 44632 5 10/19/98 00
1202951 05 12/01/98 0
4219236 O 11/01/23
0
3029371 K14/C71 F 118,167.90 ZZ
180 114,601.45 1
503 MONTICELLO BLVD 9.681 1,246.88 103
9.181 1,246.88 115,000.00
LEXINGTON KY 40503 5 01/26/99 00
1202977 05 03/01/99 0
4426436 O 02/01/14
0
3029372 K14/C71 F 46,344.66 ZZ
180 45,871.06 1
19409 BRADFORD ST 10.125 501.57 103
9.625 501.57 45,000.00
DETROIT MI 48205 5 06/14/99 00
1193705 05 08/01/99 0
1
4773136 O 07/01/14
0
3029373 K14/C71 F 97,959.18 ZZ
360 97,516.06 1
620 19TH AVENUE SOUTH 13.198 1,098.80 103
12.698 1,098.80 96,000.00
WISCONSIN RAPID WI 54495 5 06/17/99 00
1193739 05 08/01/99 0
4781236 O 07/01/29
0
3029374 K14/C71 F 137,931.80 ZZ
240 137,223.02 1
359 GREENLEA CIR 13.726 1,687.83 103
13.226 1,687.83 135,000.00
CRAWFORDVILLE FL 32327 5 07/14/99 00
1193754 05 09/01/99 0
4858336 O 08/01/19
0
3029375 K14/C71 F 89,894.74 ZZ
180 88,678.16 1
7155 STONEY POINT ROAD 10.560 997.04 104
10.060 997.04 87,000.00
FAYETTEVILLE NC 28306 5 08/20/99 00
2404267 05 10/01/99 0
4969936 O 09/01/14
0
3029377 K14/C71 F 118,556.70 ZZ
240 118,259.42 1
5232 W QUINCY ST 12.984 1,387.63 104
12.484 1,387.63 115,000.00
CHICAGO IL 60644 5 08/26/99 00
1193846 05 10/01/99 0
4999436 O 09/01/19
0
3029378 K14/C71 F 66,948.86 ZZ
120 61,513.78 1
209 SOUTH SIMS 12.482 979.27 103
11.982 979.27 65,000.00
SWAYZEE IN 46986 5 09/10/98 00
1193879 05 10/15/98 0
4141237 O 09/15/08
0
1
3029379 K14/C71 F 211,893.30 ZZ
360 210,603.29 2
807 HENRY STREET 9.752 1,820.80 108
9.252 1,820.80 197,500.00
WAUNAKEE WI 53597 5 10/27/98 00
1193895 06 12/01/98 0
4240537 O 11/01/28
0
3029380 K14/C71 F 168,208.20 ZZ
240 165,928.25 1
15122 NW 91ST CT 10.532 1,682.97 108
10.032 1,682.97 157,000.00
MIAMI FL 33018 5 01/12/99 00
1193929 05 02/15/99 0
4367537 O 01/15/19
0
3029381 K14/C71 F 84,536.08 ZZ
180 81,804.75 1
304 HILLSIDE DRIVE WEST 9.459 880.66 104
8.959 880.66 82,000.00
FUQUAY VARINA NC 27526 5 02/09/99 00
1193952 05 03/15/99 0
4458737 O 02/15/14
0
3029382 K14/C71 F 14,421.05 ZZ
180 14,176.48 1
25 MCBRIDE STREET 12.501 177.75 104
12.001 177.75 14,000.00
PINEWOOD SC 29125 5 03/09/99 00
1193994 05 04/14/99 0
4532937 O 03/14/14
0
3029383 K14/C71 F 67,980.00 ZZ
360 67,956.33 1
5944 N W 62ND ST 11.110 653.05 103
10.610 653.05 66,000.00
WARR ACRES OK 73122 5 05/18/99 00
1194026 05 07/01/99 0
4700937 O 06/01/29
0
3029384 K14/C71 F 115,299.00 ZZ
360 114,897.07 1
403 HILLSIDE 9.392 960.42 106
8.892 960.42 109,000.00
1
MAYFIELD KY 42066 5 05/21/99 00
1194067 05 07/01/99 0
4704037 O 06/01/29
0
3029385 K14/C71 F 92,783.51 ZZ
216 91,755.49 1
668 ROUTE 127 10.012 928.41 104
9.512 928.41 90,000.00
GREENVILLE IL 62246 5 06/22/99 00
1194109 05 08/01/99 0
4785037 O 07/01/17
0
3029386 K14/C71 F 92,998.96 ZZ
180 91,606.64 1
3924 BONITA ROAD 10.692 1,039.11 104
10.192 1,039.11 90,000.00
COLUMBUS OH 43232 5 06/25/99 00
1194133 05 08/10/99 0
4802837 O 07/10/14
0
3029387 K14/C71 F 97,823.81 ZZ
180 96,685.10 1
BX 123 LOVELY HILL RD HWY 601 11.645 1,151.80 104
11.145 1,151.80 94,500.00
FURMAN SC 29921 5 07/19/99 00
1194182 05 09/01/99 0
4854837 O 08/01/14
0
3029388 K14/C71 F 195,700.00 ZZ
360 195,539.51 2
413 S DIVISION AVE 11.084 1,876.13 103
10.584 1,876.13 190,000.00
PEEKSKILL NY 10566 1 08/27/99 00
1194224 05 10/01/99 0
4999037 O 09/01/29
0
3029390 K14/C71 F 35,780.88 ZZ
60 32,106.13 1
10219 SHEPHERD RD 10.156 762.99 106
9.656 762.99 34,000.00
CLARE MI 48617 5 05/20/99 00
1194240 05 07/01/99 0
4705238 O 06/01/04
0
1
3029391 K14/C71 F 90,340.83 ZZ
180 88,976.81 1
936 EAST MARKET ST 12.042 1,086.68 109
11.542 1,086.68 83,000.00
WARRENSBURG MO 64093 5 05/24/99 00
1194281 05 07/01/99 0
4710738 O 06/01/14
0
3029392 K14/C71 F 62,306.90 ZZ
180 61,247.29 1
5001 BELMONT AVE 10.953 706.34 103
10.453 706.34 60,500.00
LOUISVILLE KY 40258 5 05/24/99 00
1194323 05 07/01/99 0
4713338 O 06/01/14
0
3029393 K14/C71 F 54,639.18 ZZ
60 49,440.36 1
106 CAROLINE STREET 12.137 1,219.20 104
11.637 1,219.20 53,000.00
HOMER IL 61849 5 05/25/99 00
1194364 05 07/01/99 0
4715438 O 06/01/04
0
3029394 K14/C71 F 155,177.90 ZZ
180 152,539.27 1
5173 HILL VALLEY DRIVE 10.400 1,705.73 104
9.900 1,705.73 150,000.00
PITTSBORO IN 46167 5 06/09/99 00
1194422 05 07/14/99 0
4763238 O 06/14/14
0
3029395 K14/C71 F 67,098.97 ZZ
180 66,257.24 1
2004 NORTH OLEANDER AVENUE 11.929 802.24 104
11.429 802.24 65,000.00
DAYTONA BEACH FL 32118 5 07/19/99 00
1194463 05 09/01/99 0
4870638 O 08/01/14
0
3029396 K14/C71 F 82,331.58 ZZ
240 81,675.43 1
1
2706 NORTH DATE CREEK DRIVE 9.373 760.62 103
8.873 760.62 80,000.00
PRESCOTT VALLEY AZ 86314 5 07/27/99 00
1194505 05 09/01/99 0
4899938 O 08/01/19
0
3029397 K14/C71 F 73,500.00 ZZ
360 73,429.37 1
190 WEEMS ROAD 10.868 692.64 103
10.368 692.64 72,000.00
WEEMS VA 22576 5 08/04/99 00
1194547 05 09/09/99 0
4920538 O 08/09/29
0
3029398 K14/C71 F 145,069.20 ZZ
360 145,023.34 1
11256 SOUTH AVENUE H 13.052 1,610.65 107
12.552 1,610.65 136,000.00
CHICAGO IL 60617 5 08/12/99 00
1194570 05 10/01/99 0
4951638 O 09/01/29
0
3029399 K14/C71 F 29,611.65 ZZ
360 29,579.22 1
427 FAIRVIEW ST 11.477 292.72 103
10.977 292.72 29,000.00
POTTSVILLE PA 17901 5 08/13/99 00
1194604 07 10/01/99 0
4952138 O 09/01/29
0
3029400 K14/C71 F 136,893.20 ZZ
240 135,794.11 1
7040 POPLAR STREET 9.388 1,266.03 103
8.888 1,266.03 133,000.00
COMMERCE CITY CO 80022 5 08/23/99 00
1194646 05 10/01/99 0
4986938 O 09/01/19
0
3029402 K14/C71 F 69,056.09 ZZ
172 68,046.67 1
7409 SOUTH MASCOTTE STREET 10.379 775.00 108
9.879 775.00 64,000.00
TAMPA FL 33616 5 09/10/99 00
1194687 05 09/01/99 0
1
4269039 O 12/01/13
0
3029403 K14/C71 F 82,397.78 ZZ
300 82,287.38 1
310 CRESCENT HEIGHTS DR 13.041 931.86 103
12.541 931.86 80,100.00
SALISBURY NC 28146 2 11/24/98 00
1194711 27 01/01/99 0
4291239 O 12/01/23
0
3029404 K14/C71 F 54,123.71 ZZ
180 52,512.61 1
1618 EAST COOK STREET 12.900 681.24 104
12.400 681.24 52,500.00
SPRINGFIELD IL 62703 2 12/01/98 00
1194752 05 01/05/99 0
4299639 O 12/05/13
0
3029406 K14/C71 F 86,511.60 ZZ
180 84,462.13 1
8402 DEFIANCE RD SE 11.445 1,007.60 103
10.945 1,007.60 84,000.00
E OLYMPIA WA 98501 5 01/25/99 00
1194794 27 03/01/99 0
4421639 O 02/01/14
0
3029407 K14/C71 F 132,207.70 ZZ
360 131,310.15 1
4116 WHITNEY PLACE 10.250 1,184.72 104
9.750 1,184.72 127,500.00
CONCORD NC 28027 5 05/24/99 00
1194836 05 07/01/99 0
4712439 O 06/01/29
0
3029408 K14/C71 F 104,560.80 ZZ
180 100,885.90 1
315 N 3RD WEST 11.318 1,209.40 109
10.818 1,209.40 96,000.00
ST JOHNS AZ 85936 5 06/25/99 00
1194877 05 08/01/99 0
4804139 O 07/01/14
0
1
3029409 K14/C71 F 118,200.00 ZZ
360 117,799.38 1
834 DICKEY VALLEY ROAD 10.015 1,038.60 105
9.515 1,038.60 113,000.00
HARRIMAN TN 37748 2 07/09/99 00
1194919 05 08/14/99 0
4840739 O 07/14/29
0
3029410 K14/C71 F 131,836.40 ZZ
300 131,349.00 1
600 COLLEGE HEIGHTS ROAD 12.063 1,394.67 103
11.563 1,394.67 128,000.00
DE SOTO MO 63020 5 07/27/99 00
1194950 05 09/01/99 0
4892739 O 08/01/24
0
3029411 K14/C71 F 56,642.26 ZZ
180 56,219.38 1
503 W FRANK ST 12.042 681.33 107
11.542 681.33 53,000.00
MITCHELL IN 47446 2 08/10/99 00
1194992 05 10/01/99 0
4930339 O 09/01/14
0
3029412 K14/C71 F 174,426.60 ZZ
180 172,317.63 1
5346 OLD CREEK LANE 9.313 1,801.78 103
8.813 1,801.78 170,000.00
HILLIARD OH 43026 5 08/10/99 00
1195031 05 09/13/99 0
4943139 O 08/13/14
0
3029413 K14/C71 F 25,674.22 ZZ
180 25,348.62 1
110 I STREET 11.082 293.14 103
10.582 293.14 25,000.00
JOHNSTOWN PA 15906 5 08/19/99 00
1195072 05 10/01/99 0
4970039 O 09/01/14
0
3029414 K14/C71 F 232,702.50 ZZ
180 230,115.21 1
43 SHORE DRIVE 11.300 2,688.89 104
10.800 2,688.89 225,000.00
1
BREWSTER NY 10509 5 09/08/99 00
1195114 05 10/13/99 0
5036739 O 09/13/14
0
3029415 K14/C71 F 62,378.49 ZZ
180 59,794.10 1
564 56TH STREET 11.619 733.43 108
11.119 733.43 58,000.00
JACKSONVILLE FL 32208 5 07/24/98 00
1195155 05 09/01/98 0
4060040 O 08/01/13
0
3029416 K14/C71 F 126,348.30 ZZ
270 124,652.54 1
3008 IMPALA DR SE 9.921 1,171.42 108
9.421 1,171.42 117,000.00
LACEY WA 98503 5 10/21/98 00
1195197 05 12/08/98 0
4221540 O 05/08/21
0
3029417 K14/C71 F 67,218.20 ZZ
300 66,447.72 1
32 HALL ST 11.517 684.09 104
11.017 684.09 65,000.00
TIFFIN OH 44883 5 11/24/98 00
1195239 05 01/01/99 0
4282140 O 12/01/23
0
3029418 K14/C71 F 37,330.32 ZZ
120 33,781.94 1
2410 UPLAND ST 10.476 503.22 104
9.976 503.22 36,000.00
CHESTER PA 19013 2 12/10/98 00
1195270 07 01/15/99 0
4312740 O 12/15/08
0
3029420 K14/C71 F 32,953.20 ZZ
60 28,598.31 1
1216 TAYLOR AVE 9.862 697.92 103
9.362 697.92 32,000.00
UTICA NY 13501 5 03/15/99 00
1195353 05 05/01/99 0
4541340 O 04/01/04
0
1
3029421 K14/C71 F 96,292.48 ZZ
96 89,271.66 1
497 MAITLAND DRIVE 11.125 1,519.10 103
10.625 1,519.10 93,500.00
HORTON MI 49246 2 03/26/99 00
1195395 05 05/01/99 0
4570340 O 04/01/07
0
3029422 K14/C71 F 51,489.63 ZZ
240 51,288.84 1
RT 2 12.232 575.30 103
11.732 575.30 50,000.00
STILWELL OK 74960 5 05/25/99 00
1195437 05 07/01/99 0
4717740 O 06/01/19
0
3029423 K14/C71 F 80,927.84 ZZ
180 79,527.89 1
73 24TH ST NW 9.951 867.23 104
9.451 867.23 78,500.00
BARBERTON OH 44203 5 05/26/99 00
1195478 05 07/01/99 0
4723740 O 06/01/14
0
3029424 K14/C71 F 86,510.00 ZZ
144 84,898.34 1
HCR 67 BOX 3517 RT 610 11.330 1,101.41 103
10.830 1,101.41 84,000.00
URBANNA VA 23175 5 06/25/99 00
1195510 27 08/01/99 0
4807340 O 07/01/11
0
3029425 K14/C71 F 58,366.89 ZZ
180 56,925.77 1
2401 ELGIN ST 11.065 665.78 103
10.565 665.78 57,000.00
MUSKOGEE OK 74401 5 06/25/99 00
1195536 05 08/01/99 0
4809440 O 07/01/14
0
3029426 K14/C71 F 103,165.20 ZZ
120 100,281.16 1
1
2826 GREENLEAF DRIVE 11.604 1,456.60 104
11.104 1,456.60 100,000.00
ST CHARLES MO 63303 5 07/07/99 00
1195577 05 08/12/99 0
4831640 O 07/12/09
0
3029427 K14/C71 F 105,069.40 ZZ
180 104,102.52 1
6020 CEDAR VALLEY RD 11.280 1,212.75 104
10.780 1,212.75 102,000.00
BURBANK OH 44214 5 07/12/99 00
1195627 05 08/15/99 0
4844440 O 07/15/14
0
3029428 K14/C71 F 59,934.45 ZZ
360 59,851.79 1
10 MAPLEWOOD CT 10.520 549.14 103
10.020 549.14 58,500.00
PAULSBORO NJ 08066 2 07/27/99 00
1195650 06 09/01/99 0
4893840 O 08/01/29
0
3029429 K14/C71 F 47,422.68 ZZ
360 47,251.75 1
22 CLEVELAND ST 11.099 455.17 104
10.599 455.17 46,000.00
COLUMBUS IN 47201 5 08/10/99 00
1195692 05 09/16/99 0
4941640 O 08/16/29
0
3029430 K14/C71 F 100,700.00 ZZ
120 98,643.04 1
12 ROOSEVELT AVENUE 10.077 1,335.06 103
9.577 1,335.06 98,000.00
BATAVIA NY 14020 5 08/26/99 00
1195734 05 10/01/99 0
4993640 O 09/01/09
0
3029431 K14/C71 F 67,010.31 ZZ
180 65,679.63 1
9721 E LASSWELL RD 11.918 800.70 104
11.418 800.70 65,000.00
CUBA IL 61427 5 08/26/99 00
1195775 05 10/01/99 0
1
4996240 O 09/01/14
0
3029432 K14/C71 F 113,402.10 ZZ
360 112,413.64 1
3600 CORAL GABLES ROAD 11.099 1,088.45 104
10.599 1,088.45 110,000.00
CINCINNATI OH 45248 5 09/01/99 00
1195817 05 10/07/99 0
5012740 O 09/07/29
0
3029433 K14/C71 F 64,210.53 ZZ
180 62,943.35 1
110 CANTOR DR 11.046 731.67 102
10.546 731.67 63,500.00
ORANGEBURG SC 29118 2 03/22/99 00
1195858 27 05/01/99 0
4557441 O 04/01/14
0
3029434 K14/C71 F 37,363.42 ZZ
180 36,976.25 1
10240 MOSCOW RD 12.998 472.69 104
12.498 472.69 36,000.00
JONESVILLE MI 49257 2 04/22/99 00
1195890 05 06/01/99 0
4636341 O 05/01/14
0
3029435 K14/C71 F 87,547.64 ZZ
180 84,487.28 1
34 SE 650 RD 11.443 1,019.55 103
10.943 1,019.55 85,000.00
WARRENSBURG MO 64093 5 05/18/99 00
1195932 05 07/01/99 0
4692241 O 06/01/14
0
3029436 K14/C71 F 69,280.34 ZZ
120 67,109.70 1
108 HURRICANE BRANCH RD 10.245 924.97 104
9.745 924.97 67,000.00
BOONSCAMP KY 41204 2 05/20/99 00
1195965 27 07/01/99 0
4704541 O 06/01/09
0
1
3029437 K14/C71 F 101,041.70 ZZ
360 100,701.32 1
110 WEEPING WILLOW WAY 12.906 1,110.30 104
12.406 1,110.30 97,200.00
GASTONIA NC 28052 5 06/04/99 00
1196005 05 07/15/99 0
4742141 O 06/15/29
0
3029438 K14/C71 F 84,536.08 ZZ
240 84,123.83 1
907 W LAPORTE STREET 12.004 931.05 104
11.504 931.05 82,000.00
PLYMOUTH IN 46563 2 06/15/99 00
1196047 05 08/01/99 0
4774841 O 07/01/19
0
3029439 K14/C71 F 39,305.06 ZZ
180 38,737.58 1
1202 CHEMUNG STREET 10.352 430.88 104
9.852 430.88 38,000.00
SHAMOKIN PA 17866 5 06/17/99 00
1196088 05 08/01/99 0
4776941 O 07/01/14
0
3029440 K14/C71 F 80,661.84 ZZ
240 79,653.63 1
15730 NW 28TH PLACE 12.298 904.97 104
11.798 904.97 78,000.00
OPA LOCKA FL 33054 5 06/18/99 00
1196120 05 08/01/99 0
4783441 O 07/01/19
0
3029441 K14/C71 F 149,406.70 ZZ
180 147,289.45 1
6809 MORGANFORD ROAD 10.126 1,617.07 104
9.626 1,617.07 144,000.00
CHARLOTTE NC 28211 5 06/23/99 00
1196161 05 08/01/99 0
4797841 O 07/01/14
0
3029443 K14/C71 F 96,669.20 ZZ
180 88,979.94 1
110 NORMAL DR 11.085 1,103.90 110
10.585 1,103.90 88,000.00
1
FRANKLIN OH 45005 5 07/14/99 00
1196245 05 09/01/99 0
4855841 O 08/01/14
0
3029444 K14/C71 F 59,968.10 ZZ
180 59,502.75 1
5124 MARYLAND STREET 12.313 731.84 104
11.813 731.84 58,000.00
GARY IN 46409 5 08/13/99 00
1196294 05 10/01/99 0
4956141 O 09/01/14
0
3029445 K14/C71 F 60,748.65 ZZ
180 60,244.43 1
119 WILLIAM ST 11.083 693.64 103
10.583 693.64 59,000.00
SIKESTON MO 63801 5 08/26/99 00
1196328 05 10/01/99 0
4997441 O 09/01/14
0
3029446 K14/C71 F 97,938.14 ZZ
180 93,754.15 1
726 GENEVA AVENUE 9.459 1,020.27 104
8.959 1,020.27 95,000.00
ROMEOVILLE IL 60446 2 08/14/98 00
1196369 05 10/01/98 0
4099842 O 09/01/13
0
3029447 K14/C71 F 82,512.01 ZZ
120 75,856.96 1
405 DOROTHY CIRCLE 10.997 1,136.46 104
10.497 1,136.46 80,000.00
EUSTIS FL 32726 2 11/03/98 00
1196401 05 12/09/98 0
4249542 O 11/09/08
0
3029448 K14/C71 F 73,684.33 ZZ
353 73,622.48 1
3611 KARL ROAD 10.564 679.46 104
10.064 679.46 71,500.00
COLUMBUS OH 43211 1 08/12/99 00
1196443 05 08/01/99 0
4271742 O 12/01/28
0
1
3029449 K14/C71 F 141,407.80 ZZ
180 130,380.22 1
7885 EAST JOSHUA TREE LANE 9.919 1,512.58 108
9.419 1,512.58 132,000.00
SCOTTSDALE AZ 85250 5 12/01/98 00
1196484 07 01/15/99 0
4293142 O 12/15/13
0
3029450 K14/C71 F 59,533.98 ZZ
180 57,698.12 1
14194 RED PINE DR 11.563 697.86 109
11.063 697.86 55,000.00
KENT CITY MI 49330 1 12/30/98 00
1196526 05 02/01/99 0
4342542 O 01/01/14
0
3029451 K14/C71 F 77,250.00 ZZ
240 76,116.32 1
2137 E BROADWAY ROAD 12.999 904.99 103
12.499 904.99 75,000.00
PHOENIX AZ 85040 5 04/26/99 00
1196567 05 06/01/99 0
4647742 O 05/01/19
0
3029452 K14/C71 F 61,488.68 ZZ
180 60,596.49 2
3041 W 106TH STREET 10.125 665.47 103
9.625 665.47 60,000.00
CLEVELAND OH 44111 5 06/18/99 00
1196609 05 08/01/99 0
4767942 O 07/01/14
0
3029453 K14/C71 F 66,115.07 ZZ
120 64,472.31 1
420 ELLWOOD AVENUE 11.321 922.79 107
10.821 922.79 62,000.00
MIAMI AZ 85539 5 07/13/99 00
1196641 05 08/15/99 0
4853342 N 07/15/09
0
3029454 K14/C71 F 32,774.24 ZZ
120 30,591.84 1
1
2323 SANTA BARBARA 11.498 460.75 110
10.998 460.75 30,000.00
FLINT MI 48504 5 11/17/98 00
1196682 05 01/01/99 0
4264843 O 12/01/08
0
3029456 K14/C71 F 51,546.39 ZZ
180 50,402.64 1
3009 MARSHALL AVENUE 9.459 536.99 104
8.959 536.99 50,000.00
MATTOON IL 61938 5 04/19/99 00
1196724 05 06/01/99 0
4620143 O 05/01/14
0
3029457 K14/C71 F 38,148.00 ZZ
180 37,635.72 1
23 RIKER ST 11.563 447.17 106
11.063 447.17 36,000.00
PONTIAC MI 48342 5 05/24/99 00
1196765 05 07/01/99 0
4709543 N 06/01/14
0
3029458 K14/C71 F 64,248.70 ZZ
240 63,643.26 1
101 6TH AVENUE NW 10.944 660.72 103
10.444 660.72 62,500.00
DODGE CENTER MN 55927 5 06/17/99 00
1196807 05 08/01/99 0
4779843 O 07/01/19
0
3029459 K14/C71 F 128,748.00 ZZ
180 127,043.72 1
7805 W XY AVE 9.715 1,361.17 103
9.215 1,361.17 125,000.00
SCHOOLCRAFT MI 49087 5 07/26/99 00
1196849 05 09/01/99 0
4890043 O 08/01/14
0
3029460 K14/C71 F 144,329.90 ZZ
180 140,156.80 1
1250 ROYAL BLVD 12.901 1,816.73 104
12.401 1,816.73 140,000.00
ELGIN IL 60123 2 08/15/99 00
1196880 05 10/01/99 0
1
4958543 O 09/01/14
0
3029461 K14/C71 F 27,807.43 ZZ
72 26,423.27 1
4232 NORTH 68TH DRIVE UNIT 460 10.596 523.55 103
10.096 523.55 27,000.00
PHOENIX AZ 85033 5 08/18/99 00
1196914 06 10/01/99 0
4968743 O 09/01/05
0
3029462 K14/C71 F 128,508.10 ZZ
300 127,894.78 1
1716 BROADMOOR DRIVE 9.499 1,122.68 106
8.999 1,122.68 122,000.00
RICHMOND VA 23229 5 08/20/99 00
1196955 05 10/01/99 0
4976843 O 09/01/24
0
3029463 K14/C71 F 35,210.55 ZZ
180 34,877.86 1
1011 N 6TH STREET 9.966 377.64 101
9.466 377.64 35,000.00
ENID OK 73701 1 08/26/99 00
1196997 05 10/01/99 0
4991443 O 09/01/14
0
3029464 K14/C71 F 132,619.20 ZZ
300 132,109.89 1
6155 ROSE HILL ROAD 9.519 1,160.44 101
9.019 1,160.44 131,500.00
LA PLATA MD 20646 5 08/26/99 00
1197037 05 10/01/99 0
5000343 O 09/01/24
0
3029466 K14/C71 F 91,055.41 ZZ
360 90,931.12 1
851 STEEL AVE 9.843 788.53 104
9.343 788.53 88,000.00
NEWARK OH 43055 5 09/07/99 00
1197078 05 10/15/99 0
5036143 O 09/15/29
0
1
3029467 K14/C71 F 51,500.00 ZZ
240 50,680.84 1
601 MATHEWS COURT 12.508 585.40 103
12.008 585.40 50,000.00
PULASKI VA 24301 5 08/18/98 00
1197110 05 10/01/98 0
4101944 O 09/01/18
0
3029468 K14/C71 F 62,324.23 ZZ
137 60,700.50 1
1358 CLINTON ST 9.338 738.30 108
8.838 738.30 58,000.00
COLUMBUS OH 43211 5 09/09/99 00
1197151 05 09/05/99 0
4333144 O 01/05/11
0
3029469 K14/C71 F 124,489.80 ZZ
144 119,601.97 1
RR 1 BOX 214 7 10.564 1,528.59 103
10.064 1,528.59 122,000.00
RED HOUSE WV 25168 5 12/22/98 00
1197193 05 02/01/99 0
4339444 O 01/01/11
0
3029470 K14/C71 F 73,128.03 ZZ
180 70,278.55 1
602 HIGHAM 9.475 762.52 103
8.975 762.52 71,000.00
SAINT JOHNS MI 48879 2 01/19/99 00
1197235 05 03/01/99 0
4392744 O 02/01/14
0
3029471 K14/C71 F 62,567.42 ZZ
84 57,264.14 1
1149 GILLIONVILLE RD 9.528 1,023.50 108
9.028 1,023.50 58,000.00
ALBANY GA 31707 5 03/26/99 00
1197276 05 05/01/99 0
4571444 O 04/01/06
0
3029472 K14/C71 F 39,967.63 ZZ
84 36,791.88 1
1280 E TROY AVE 9.528 653.80 103
9.028 653.80 39,000.00
1
INDIANAPOLIS IN 46203 5 05/03/99 00
1197318 05 06/15/99 0
4660544 O 05/15/06
0
3029473 K14/C71 F 54,639.18 ZZ
180 53,460.02 1
1111 JACKSON STREET 9.459 569.20 104
8.959 569.20 53,000.00
ROCKFORD IL 61107 5 05/21/99 00
1197359 05 07/01/99 0
4701844 O 06/01/14
0
3029474 K14/C71 F 95,789.47 ZZ
360 95,689.28 1
466 WYNN SHOALS RD 10.837 900.45 103
10.337 900.45 93,000.00
ALTO GA 30510 2 07/24/99 00
1197391 05 09/01/99 0
4888944 O 08/01/29
0
3029475 K14/C71 F 139,175.30 ZZ
300 138,626.12 1
5638 VICKSBURG DRIVE 9.601 1,225.76 104
9.101 1,225.76 135,000.00
INDIANAPOLIS IN 46254 2 07/26/99 00
1197433 05 09/01/99 0
4889444 O 08/01/24
0
3029476 K14/C71 F 109,079.50 ZZ
240 108,786.99 1
100 BAYFIELD DRIVE 12.984 1,276.71 106
12.484 1,276.71 103,000.00
GLEN CARBON IL 62034 2 08/11/99 00
1197466 05 09/16/99 0
4940644 O 08/16/19
0
3029478 K14/C71 F 54,991.62 ZZ
180 52,686.33 1
196 TAFT 11.563 644.61 110
11.063 644.61 50,000.00
BATTLE CREEK MI 49014 5 05/22/98 00
1197490 05 07/01/98 0
3945545 O 06/01/13
0
1
3029479 K14/C71 F 60,382.77 ZZ
168 59,779.41 1
539 MAIN ST 9.426 647.86 101
8.926 647.86 60,000.00
LINTON IN 47441 5 09/28/99 00
1197524 05 10/15/99 0
4134745 O 09/15/13
0
3029480 K14/C71 F 46,504.56 ZZ
240 46,193.81 1
2203 SE 49TH DRIVE 12.944 542.98 104
12.444 542.98 45,000.00
GAINESVILLE FL 32641 5 12/22/98 00
1197565 05 02/11/99 0
4334345 O 01/11/19
0
3029481 K14/C71 F 78,947.37 ZZ
360 78,306.93 1
124 12TH ST ALTIZER 9.392 657.62 106
8.892 657.62 75,000.00
HUNTINGTON WV 25705 5 12/23/98 00
1197607 05 02/01/99 0
4338545 O 01/01/29
0
3029482 K14/C71 F 74,536.08 ZZ
180 72,637.51 1
1858 HWY 53 12.900 938.16 103
12.400 938.16 73,000.00
COOK MN 55723 5 04/14/99 00
1197649 05 06/01/99 0
4618645 O 05/01/14
0
3029483 K14/C71 F 72,576.46 ZZ
240 71,943.42 1
134 TUMBLEWEED DR 11.425 770.23 104
10.925 770.23 70,150.00
GAFFNEY SC 29340 5 04/15/99 00
1197680 05 06/01/99 0
4623045 O 05/01/19
0
3029484 K14/C71 F 30,280.86 ZZ
120 29,063.29 1
1
229 STATE ROUTE 890 10.141 402.53 105
9.641 402.53 29,000.00
GREENVILLE KY 42345 2 04/27/99 00
1197722 05 06/01/99 0
4635345 O 05/01/09
0
3029485 K14/C71 F 149,484.50 ZZ
180 147,265.34 1
7162 NORTH STATE ROUTE 49 9.951 1,601.89 104
9.451 1,601.89 145,000.00
GREENVILLE OH 45331 5 06/23/99 00
1197763 05 08/01/99 0
4792645 O 07/01/14
0
3029486 K14/C71 F 237,113.40 ZZ
240 234,972.47 1
10370 N CHURCH DR 9.550 2,217.96 104
9.050 2,217.96 230,000.00
PARMA HEIGHTS OH 44130 5 07/08/99 00
1197805 05 08/12/99 0
4836545 O 07/12/19
0
3029487 K14/C71 F 123,594.40 ZZ
180 122,761.36 1
317 HONEYSUCKLE LN 12.322 1,509.04 103
11.822 1,509.04 120,000.00
LANSING MI 48197 5 07/19/99 00
1197847 05 09/01/99 0
4867645 O 08/01/14
0
3029488 K14/C71 F 105,717.40 ZZ
240 105,177.94 1
RT 14 BOX 34 10.344 1,044.41 104
9.844 1,044.41 102,000.00
HENDERSONVILLE NC 28793 5 07/16/99 00
1197888 05 09/01/99 0
4868145 O 08/01/19
0
3029489 K14/C71 F 54,165.87 ZZ
180 53,574.72 1
232 SOUTH BENEDICT AVE 10.156 587.25 101
9.656 587.25 54,000.00
OAK RIDGE TN 37830 5 07/22/99 00
2404366 05 09/01/99 0
1
4880145 O 08/01/14
0
3029490 K14/C71 F 72,505.80 ZZ
120 71,186.62 1
118 EAST 5TH STREET 10.142 963.88 101
9.642 963.88 72,000.00
HUNTINGBURG IN 47542 5 07/27/99 00
1197961 05 09/15/99 0
4901045 O 08/15/09
0
3029491 K14/C71 F 85,365.15 ZZ
120 82,818.71 1
129 COURT ST 11.588 1,204.50 103
11.088 1,204.50 83,000.00
COLUMBIANA OH 44408 5 08/02/99 00
1198001 05 09/05/99 0
4912845 O 08/05/09
0
3029492 K14/C71 F 173,026.40 ZZ
240 171,980.10 1
6950 MURRAY AVE 9.731 1,639.02 103
9.231 1,639.02 168,000.00
CINCINNATI OH 45227 5 09/01/99 00
1198035 05 10/15/99 0
5012945 O 09/15/19
0
3029493 K14/C71 F 190,324.20 ZZ
240 189,640.26 1
42736 MAUDE CT 10.709 1,926.95 104
10.209 1,926.95 183,650.00
VAN BUREN TWP MI 48111 1 09/03/99 00
1198076 06 10/09/99 0
5028345 O 09/09/19
0
3029494 K14/C71 F 64,948.45 ZZ
180 62,574.74 1
1452 LEVICK ST 11.426 755.67 104
10.926 755.67 63,000.00
PHILIDELPHIA PA 19149 5 09/09/98 00
1198118 05 10/14/98 0
4138546 O 09/14/13
0
1
3029495 K14/C71 F 20,145.81 ZZ
120 18,757.03 1
2813 WEST MALONE 12.223 291.64 101
11.723 291.64 20,000.00
PEORIA IL 61605 5 09/23/98 00
1198159 05 11/01/98 0
4170946 O 10/01/08
0
3029496 K14/C71 F 81,782.14 ZZ
175 79,806.41 1
209 S LINCOLN 11.990 991.13 103
11.490 991.13 79,500.00
BERLIN IL 62670 2 03/12/99 00
1198191 05 04/15/99 0
4173546 O 10/01/13
0
3029497 K14/C71 F 105,137.53 ZZ
289 103,995.15 1
6014 REMBERT 8.250 839.03 104
7.750 839.03 101,500.00
HANAHAN SC 29406 5 10/25/99 00
1198241 05 11/01/99 0
4211146 O 11/01/23
0
3029498 K14/C71 F 76,216.95 ZZ
360 75,650.24 1
19507 CRYSTAL CT 9.470 639.21 103
8.970 639.21 74,000.00
HARRAH OK 73045 5 11/21/98 00
1198274 05 01/01/99 0
4281446 O 12/01/28
0
3029499 K14/C71 F 95,228.00 ZZ
84 89,978.94 1
2048 GOSPEL WAY CHURCH ROAD 11.538 1,657.60 103
11.038 1,657.60 92,500.00
YADKINVILLE NC 27055 5 04/16/99 00
1198316 27 06/01/99 0
4623746 O 05/01/06
0
3029500 K14/C71 F 35,598.70 ZZ
240 35,437.83 1
3035 N CAPITOL AVE 12.249 398.17 102
11.749 398.17 35,000.00
1
INDIANAPOLIS IN 46208 5 06/24/99 00
1198357 05 08/01/99 0
4800346 O 07/01/19
0
3029501 K14/C71 F 96,051.23 ZZ
300 95,752.92 2
4310 IVY STREET 11.561 980.62 104
11.061 980.62 93,000.00
EAST CHICAGO IN 46312 5 06/24/99 00
1198399 05 08/01/99 0
4801946 O 07/01/24
0
3029502 K14/C71 F 93,127.16 ZZ
240 92,539.19 1
4101 N CENTRAL AVE 12.012 1,026.19 101
11.512 1,026.19 93,000.00
MUSKEGON MI 49445 2 06/25/99 00
1198431 05 08/01/99 0
4806646 O 07/01/19
0
3029503 K14/C71 F 70,941.29 ZZ
180 70,302.47 1
2045 W HAZELWOOD PARKWAY 12.022 852.42 110
11.522 852.42 65,000.00
PHOENIX AZ 85015 5 07/15/99 00
1198472 07 09/01/99 0
4864646 O 08/01/14
0
3029504 K14/C71 F 113,297.90 ZZ
180 112,316.39 1
141 LAKELAND DR 11.338 1,311.89 103
10.838 1,311.89 110,000.00
HARRODSBURG KY 40310 5 07/23/99 00
1198514 05 09/01/99 0
4887646 O 08/01/14
0
3029505 K14/C71 F 154,736.80 ZZ
360 154,449.14 1
136 E MICHIGAN AVE 11.799 1,567.74 106
11.299 1,567.74 147,000.00
CLINTON MI 49236 5 07/26/99 00
1198555 05 09/01/99 0
4894146 O 08/01/29
0
1
3029506 K14/C71 F 85,729.01 ZZ
360 85,692.11 1
2841 COPENHAGEN DR 10.128 760.45 104
9.628 760.45 83,200.00
FAYETTEVILLE NC 28301 5 08/26/99 00
1198589 05 10/01/99 0
5000246 O 09/01/29
0
3029507 K14/C71 F 146,723.40 ZZ
240 142,601.97 1
1157 PORLIER 10.685 1,483.13 108
10.185 1,483.13 137,000.00
GREENBAY WI 54301 5 07/01/98 00
1198621 05 08/07/98 0
4023447 O 07/07/18
0
3029508 K14/C71 F 34,503.00 ZZ
84 29,413.00 1
21 WASHITA CIRCLE 10.089 574.38 103
9.589 574.38 33,500.00
WASHITA OK 73094 5 08/19/98 00
1198662 05 10/01/98 0
4097947 O 09/01/05
0
3029509 K14/C71 F 103,016.00 ZZ
180 99,620.77 1
105 N SEMINARY AVE 9.459 1,073.17 104
8.959 1,073.17 100,000.00
MOUNT MORRIS IL 61054 5 12/22/98 00
1198696 05 02/01/99 0
4328647 O 01/01/14
0
3029510 K14/C71 F 58,395.31 ZZ
96 53,189.70 1
245 AZALEA ST 11.234 924.68 109
10.734 924.68 54,000.00
ARLINGTON GA 31713 5 01/06/99 00
1198738 05 02/11/99 0
4357647 O 01/11/07
0
3029511 K14/C71 F 168,526.30 ZZ
360 166,438.62 1
1
200 TRAIL COURT WEST 9.392 1,403.80 104
8.892 1,403.80 163,000.00
CRANBERRY TWP PA 16066 5 01/25/99 00
1198779 05 03/01/99 0
4421647 O 02/01/29
0
3029512 K14/C71 F 65,280.00 ZZ
360 65,086.07 1
232 DIAMOND STREET 9.756 561.14 102
9.256 561.14 64,000.00
ELKINS WV 26241 5 04/26/99 00
1198811 05 06/01/99 0
4646347 O 05/01/29
0
3029513 K14/C71 F 58,641.98 ZZ
180 57,920.68 1
330 HUMMINGBIRD LN 11.956 702.14 103
11.456 702.14 57,000.00
LEXINGTON KY 40503 1 06/03/99 00
1198852 05 07/03/99 0
4737547 O 06/03/14
0
3029514 K14/C71 F 24,613.48 ZZ
180 21,412.71 1
3213 SW 18TH ST 12.021 295.74 105
11.521 295.74 23,500.00
OKLAHOMA CITY OK 73108 5 06/16/99 00
1198894 05 08/01/99 0
4777247 O 07/01/14
0
3029515 K14/C71 F 58,247.42 ZZ
216 57,607.91 1
9781 RT 127 12.957 697.49 104
12.457 697.49 56,500.00
MURPHYSBORO IL 62966 2 06/25/99 00
1198936 05 08/01/99 0
4781147 O 07/01/17
0
3029516 K14/C71 F 139,212.20 ZZ
120 134,835.20 1
549 N 4TH AVE B 10.254 1,859.34 104
9.754 1,859.34 135,000.00
DES PLAINES IL 60016 5 06/23/99 00
1198977 05 08/01/99 0
1
4795547 O 07/01/09
0
3029517 K14/C71 F 59,640.96 ZZ
360 59,553.84 1
RR1 BOX 1293 9.586 505.24 107
9.086 505.24 56,200.00
WINONA MO 65588 5 07/22/99 00
1199017 05 09/01/99 0
4878647 O 08/01/29
0
3029518 K14/C71 F 102,334.30 ZZ
240 100,957.41 1
409 JEWETT STREET 10.344 1,010.98 103
9.844 1,010.98 100,000.00
BATTLE GROUND IN 47920 5 08/10/99 00
1199058 05 09/16/99 0
4943147 O 08/16/19
0
3029519 K14/C71 F 116,344.50 ZZ
360 116,252.47 1
419 LOUISVILLE DR 12.727 1,262.22 103
12.227 1,262.22 113,000.00
NORTH LAS VEGAS NV 89031 5 08/24/99 00
1199090 05 10/01/99 0
4986547 O 09/01/29
0
3029520 K14/C71 F 83,430.00 ZZ
360 82,983.21 1
723 PRINCETON RD 10.132 740.31 103
9.632 740.31 81,000.00
JOHNSON CITY TN 37601 5 08/26/99 00
1199132 05 10/15/99 0
4996747 O 09/15/29
0
3029521 K14/C71 F 81,984.90 ZZ
180 78,990.08 1
1039 RIVERBEND BLVD 12.042 986.17 108
11.542 986.17 76,000.00
SIDNEY OH 45365 5 09/19/98 00
1199173 05 11/01/98 0
4164148 O 10/01/13
0
1
3029522 K14/C71 F 79,382.03 ZZ
291 79,166.51 1
213A WEST WIND ROAD 10.550 757.19 104
10.050 757.19 77,000.00
ANDERSON SC 29625 2 08/24/99 00
1199215 05 09/01/99 0
4222148 O 11/01/23
0
3029523 K14/C71 F 26,952.98 ZZ
180 26,090.73 1
12440 DIXON CAVETTE RD 11.562 315.93 108
11.062 315.93 25,000.00
VAN WERT OH 45891 5 11/03/98 00
1199256 27 12/15/98 0
4248848 O 11/15/13
0
3029524 K14/C71 F 102,476.20 ZZ
180 92,905.00 1
2241 YOUNG ROAD 10.605 1,139.45 108
10.105 1,139.45 95,000.00
STONE MOUNTAIN GA 30088 5 11/24/98 00
1199272 05 01/01/99 0
4288548 O 12/01/13
0
3029525 K14/C71 F 25,830.70 ZZ
60 20,884.65 1
222 1/2 COTTAGE HILL RD 9.671 544.65 108
9.171 544.65 24,000.00
YORK PA 17404 5 12/10/98 00
1199314 05 01/15/99 0
4312848 O 12/15/03
0
3029526 K14/C71 F 95,741.14 ZZ
360 95,286.92 1
5057 ROBINSON RD 11.028 913.79 103
10.528 913.79 93,000.00
PEGRAM TN 37143 5 12/14/98 00
1199355 05 02/01/99 0
4317548 O 01/01/29
0
3029527 K14/C71 F 85,788.11 ZZ
240 85,172.87 1
4 CASCADE ST 11.473 913.27 104
10.973 913.27 83,000.00
1
MOORESVILLE NC 28115 5 04/23/99 00
1199397 05 06/01/99 0
4638948 O 05/01/19
0
3029528 K14/C71 F 75,154.05 ZZ
240 74,062.40 1
5806 ARROWHEAD BLVD 9.697 710.23 109
9.197 710.23 69,000.00
KOKOMO IN 46902 5 05/11/99 00
2404408 05 06/15/99 0
4686748 O 05/15/19
0
3029529 K14/C71 F 136,082.50 ZZ
180 133,469.52 1
1959 FABIEN CIR 9.951 1,458.27 104
9.451 1,458.27 132,000.00
MELBOURNE FL 32940 2 06/25/99 00
1199470 05 08/14/99 0
4806948 O 07/14/14
0
3029530 K14/C71 F 196,210.60 ZZ
180 193,273.83 1
1214 CORTE BELLO 10.935 2,222.12 107
10.435 2,222.12 184,000.00
SAN MARCOS CA 92069 5 07/17/99 00
1199512 05 09/01/99 0
4860748 O 08/01/14
0
3029531 K14/C71 F 56,597.94 ZZ
240 56,051.23 1
311 E HIGH STREET 10.041 547.72 103
9.541 547.72 55,000.00
STOCKTON IL 61085 5 07/20/99 00
1199553 05 09/01/99 0
4871448 O 08/01/19
0
3029533 K14/C71 F 123,244.90 ZZ
180 122,419.70 1
401 US 31 NORTH 11.755 1,459.78 103
11.255 1,459.78 120,000.00
GREENWOOD IN 46142 5 08/11/99 00
1199595 05 10/01/99 0
4948548 O 09/01/14
0
1
3029534 K14/C71 F 160,988.40 ZZ
180 159,207.56 1
203 RIVERVIEW RD 10.504 1,779.96 103
10.004 1,779.96 157,000.00
KING OF PRUSSIA PA 19406 5 08/26/99 00
1199637 05 10/01/99 0
4998448 O 09/01/14
0
3029535 K14/C71 F 63,344.00 ZZ
120 61,753.27 1
1093 LAMPE ROAD 9.732 827.72 103
9.232 827.72 61,500.00
WELLSVILLE NY 14895 5 09/01/99 00
1199660 05 10/07/99 0
5015448 O 09/07/09
0
3029536 K14/C71 F 48,969.07 ZZ
180 47,341.08 1
3120 S 4TH STREET 12.900 616.36 104
12.400 616.36 47,500.00
SPRINGFIELD IL 62703 5 08/17/98 00
1199702 05 10/01/98 0
4098749 N 09/01/13
0
3029537 K14/C71 F 95,806.05 ZZ
360 95,292.03 1
3349 OLD 22 9.392 798.05 105
8.892 798.05 92,000.00
HAMBURG PA 19526 5 10/23/98 00
1199744 05 12/01/98 0
4230949 O 11/01/28
0
3029538 K14/C71 F 64,401.29 ZZ
360 64,310.49 1
2061 FLINT ROAD 11.949 659.91 103
11.449 659.91 63,000.00
CULLODEN GA 31016 5 03/29/99 00
1199785 27 05/02/99 0
4578449 O 04/02/29
0
3029539 K14/C71 F 180,034.30 ZZ
240 176,914.72 1
1
369 LLOYD ROAD 10.990 1,857.07 103
10.490 1,857.07 175,000.00
ABERDEEN NJ 07747 5 04/19/99 00
1199827 05 06/01/99 0
4628349 O 05/01/19
0
3029540 K14/C71 F 45,244.22 ZZ
180 44,322.22 1
262 CRESTVIEW DRIVE LOT #37 11.473 527.76 103
10.973 527.76 44,000.00
ACME PA 15610 5 04/23/99 00
1199868 05 06/01/99 0
4635949 O 05/01/14
0
3029541 K14/C71 F 105,040.80 ZZ
180 103,055.30 1
4225 W MOUNT VERNON 9.414 1,091.42 103
8.914 1,091.42 102,000.00
SPRINGFIELD MO 65802 2 05/11/99 00
1199892 05 06/15/99 0
4686349 O 05/15/14
0
3029542 K14/C71 F 58,509.29 ZZ
180 57,523.73 1
3236 KEYSTONE AVENUE 11.182 671.72 103
10.682 671.72 57,000.00
MEMPHIS TN 38128 5 05/24/99 00
1199934 05 07/01/99 0
4709349 O 06/01/14
0
3029543 K14/C71 F 212,853.50 ZZ
240 211,867.08 1
7100 WEST 23RD AVENUE 12.045 2,350.38 104
11.545 2,350.38 205,000.00
LAKEWOOD CO 80215 5 06/24/99 00
2404424 05 08/01/99 0
4800249 O 07/01/19
0
3029544 K14/C71 F 45,897.71 ZZ
240 45,507.33 1
3369 N BUFFUM ST 11.179 479.35 102
10.679 479.35 45,000.00
MILWAUKEE WI 53212 5 07/06/99 00
1200005 05 08/12/99 0
1
4829549 O 07/12/19
0
3029546 K14/C71 F 110,591.90 ZZ
180 109,164.95 1
4667 BENNINGTON CHAPEL RD 9.886 1,180.73 102
9.386 1,180.73 109,000.00
CENTERBURG OH 43011 5 09/01/99 00
1200047 05 10/07/99 0
5019249 O 09/07/14
0
3029547 K14/C71 F 87,505.34 ZZ
240 87,047.40 1
7156 SOUTH CRESTFIELD CIRCLE 11.325 922.65 103
10.825 922.65 85,000.00
HIXSON TN 37343 5 09/03/99 00
1200088 05 10/09/99 0
5032849 O 09/09/19
0
3029548 K14/C71 F 77,130.53 ZZ
180 76,398.67 1
2255 S US HIGHWAY 31 10.125 834.76 101
9.625 834.76 77,000.00
CROTHERSVILLE IN 47229 5 09/07/99 00
1200120 27 10/15/99 0
5034949 O 09/15/14
0
3029549 K14/C71 F 66,092.28 ZZ
226 65,658.06 1
75 AVIATION RD 9.529 630.28 102
9.029 630.28 65,000.00
MARIETTA GA 30060 5 08/12/99 00
2404432 05 08/01/99 0
3905950 O 05/01/18
0
3029550 K14/C71 F 114,433.00 ZZ
120 105,725.43 1
739 ASBURY DRIVE 9.268 1,466.24 104
8.768 1,466.24 111,000.00
GLENDALE HEIGHT IL 60139 5 11/24/98 00
1200203 07 01/01/99 0
4291050 O 12/01/08
0
1
3029551 K14/C71 F 78,232.63 ZZ
180 75,830.90 1
129 STOCKTON ROAD 10.605 869.88 110
10.105 869.88 71,500.00
REIDSVILLE NC 27320 5 12/08/98 00
1200245 05 01/15/99 0
4308050 O 12/15/13
0
3029552 K14/C71 F 67,940.55 ZZ
276 67,487.89 1
220 STONECREEK RD 12.085 730.17 103
11.585 730.17 66,000.00
GOLD HILL NC 28071 5 12/14/98 00
1200278 27 02/01/99 0
4319850 O 01/01/22
0
3029554 K14/C71 F 51,030.93 ZZ
180 49,697.81 1
967 NORTH PRAIRIE STREET 12.409 625.95 104
11.909 625.95 49,500.00
JACKSONVILLE IL 62650 5 03/24/99 00
1200336 05 05/01/99 0
4565150 O 04/01/14
0
3029555 K14/C71 F 61,488.68 ZZ
180 60,582.81 1
3926 BUSH AVENUE 11.084 702.13 101
10.584 702.13 61,000.00
CLEVELAND OH 44109 5 06/23/99 00
1200369 05 08/01/99 0
4790650 O 07/01/14
0
3029556 K14/C71 F 109,462.40 ZZ
180 108,202.52 1
5914 DEAL AVE 12.075 1,319.02 103
11.575 1,319.02 107,000.00
NASHVILLE TN 37209 5 06/24/99 00
1200393 05 08/01/99 0
4800850 O 07/01/14
0
3029557 K14/C71 F 189,873.40 ZZ
180 186,816.59 1
4534 PHEASANT RUN 9.551 1,988.55 103
9.051 1,988.55 185,000.00
1
BERLIN TWP MI 48166 5 07/16/99 00
1200427 05 09/01/99 0
4864050 O 08/01/14
0
3029558 K14/C71 F 84,803.48 ZZ
180 82,814.91 1
1511 MCKINNEY AVENUE 10.480 936.37 104
9.980 936.37 82,000.00
LYNCHBURG VA 22502 5 07/24/99 00
1200443 05 09/03/99 0
4886550 O 08/03/14
0
3029559 K14/C71 F 44,275.90 ZZ
240 43,399.42 1
261 W LINDBERGH AVENUE 9.373 409.04 103
8.873 409.04 43,000.00
COOLIDGE AZ 85228 5 07/27/99 00
1200476 05 09/01/99 0
4895150 O 08/01/19
0
3029560 K14/C71 F 106,122.50 ZZ
180 105,210.35 1
304 N LINCOLN STREET 11.121 1,214.26 103
10.621 1,214.26 104,000.00
POYNETTE WI 53955 5 08/10/99 00
1200500 05 09/16/99 0
4940350 O 08/16/14
0
3029561 K14/C71 F 71,649.48 ZZ
360 71,604.87 1
412 WILLIAMS HELTON RD 13.052 795.50 104
12.552 795.50 69,500.00
BURNSIDE KY 42519 5 08/16/99 00
1200534 27 10/01/99 0
4960750 O 09/01/29
0
3029562 K14/C71 F 134,041.40 ZZ
180 132,737.18 1
8725 W STATE ROAD 120 11.368 1,554.63 104
10.868 1,554.63 130,000.00
ORLAND IN 46776 5 08/26/99 00
1200567 05 10/01/99 0
4996550 O 09/01/14
0
1
3029563 K14/C71 F 39,651.43 ZZ
180 38,090.21 1
945 N PINE ST 11.968 475.07 103
11.468 475.07 38,500.00
PONCA CITY OK 74602 5 08/11/98 00
1200591 05 09/14/98 0
4090551 O 08/14/13
0
3029564 K14/C71 F 55,578.95 ZZ
180 53,360.26 1
130 S LESSIE ST 11.046 633.31 103
10.546 633.31 54,000.00
WORTHINGTON IN 47435 2 08/25/98 00
1200625 05 10/01/98 0
4118251 O 09/01/13
0
3029565 K14/C71 F 93,215.95 ZZ
180 89,703.63 1
1415 NINA RD 9.379 966.59 104
8.879 966.59 90,500.00
JEFFERSONVILLE IN 47130 5 10/27/98 00
1200658 05 12/01/98 0
4240251 O 11/01/13
0
3029566 K14/C71 F 99,382.08 ZZ
360 98,980.45 1
1608 BRIARWOOD DR 9.644 846.12 103
9.144 846.12 96,500.00
CLARKSVILLE IN 47129 5 12/07/98 00
1200682 05 01/15/99 0
4304551 O 12/15/28
0
3029567 K14/C71 F 113,633.20 ZZ
180 111,062.54 1
4419 FOSS RD 12.154 1,375.07 110
11.654 1,375.07 104,000.00
LAKE WORTH FL 33461 5 12/21/98 00
1200716 05 02/01/99 0
4335651 O 01/01/14
0
3029568 K14/C71 F 73,979.59 ZZ
120 69,994.26 1
1
6315 IRIS DRIVE 9.510 957.68 103
9.010 957.68 72,500.00
FLOWERY BRANCH GA 30542 5 03/05/99 00
1200740 05 04/10/99 0
4522451 O 03/10/09
0
3029569 K14/C71 F 152,446.60 ZZ
120 146,856.26 1
308 FOX HOLLOW RD 9.660 1,986.00 106
9.160 1,986.00 145,000.00
POTTSVILLE PA 17901 5 06/10/99 00
1200773 05 07/15/99 0
4768051 O 06/15/09
0
3029570 K14/C71 F 88,829.79 ZZ
180 87,400.58 1
5072 STEVENS LANE 10.855 1,001.56 104
10.355 1,001.56 86,000.00
NASHVILLE IN 47448 5 06/14/99 00
1200807 05 08/01/99 0
4774051 O 07/01/14
0
3029571 K14/C71 F 71,951.96 ZZ
360 71,816.84 1
7401 AUBURN OAKS CT I 10.121 637.87 103
9.621 637.87 70,000.00
CITRUS HEIGHTS CA 95621 5 06/17/99 00
1200831 06 08/01/99 0
4782151 O 07/01/29
0
3029573 K14/C71 F 133,367.70 ZZ
240 130,069.59 1
1516 CLINTON AVENUE 9.373 1,232.12 103
8.873 1,232.12 130,000.00
SOUTH PLAINFIEL NJ 07080 5 07/02/99 00
1200872 05 08/09/99 0
4804651 O 07/09/19
0
3029574 K14/C71 F 87,779.22 ZZ
360 87,604.93 1
1035 EAST NORTHERN AVENUE 11.049 839.19 104
10.549 839.19 85,000.00
PHOENIX AZ 85020 5 06/25/99 00
1200906 03 08/01/99 0
1
4809351 O 07/01/29
0
3029575 K14/C71 F 173,869.90 ZZ
240 172,623.95 1
2641 WEST 84TH STREET 10.041 1,682.61 104
9.541 1,682.61 168,000.00
CHICAGO IL 60652 5 08/06/99 00
1200930 05 09/11/99 0
4929551 O 08/11/19
0
3029576 K14/C71 F 79,310.00 ZZ
120 76,816.22 1
1730 BROOKLINE DR 9.782 1,038.54 103
9.282 1,038.54 77,000.00
DUNCAN OK 73533 5 08/12/99 00
1200963 05 09/16/99 0
4951751 O 08/16/09
0
3029577 K14/C71 F 128,600.80 ZZ
180 126,975.62 1
6054 W COURT ST 10.972 1,459.41 103
10.472 1,459.41 125,000.00
FLINT MI 48532 5 08/25/99 00
1200997 05 10/01/99 0
4987551 O 09/01/14
0
3029578 K14/C71 F 51,546.39 ZZ
180 49,622.03 1
203 WILLARD AVENUE 12.409 632.27 104
11.909 632.27 50,000.00
LINCOLN IL 62656 5 07/08/98 00
1201029 05 08/15/98 0
4033752 O 07/15/13
0
3029579 K14/C71 F 69,430.40 ZZ
120 61,881.39 1
2852 NIAGARA ST 11.113 960.85 104
10.613 960.85 67,000.00
CINCINNATI OH 45251 5 08/10/98 00
2404440 05 09/13/98 0
4090152 O 08/13/08
0
1
3029580 K14/C71 F 79,081.63 ZZ
240 78,189.83 1
4248 WEST LA SIESTA PL 11.673 852.80 103
11.173 852.80 77,500.00
SPRINGFIELD MO 65802 5 11/24/98 00
2404457 05 01/01/99 0
4285352 N 12/01/18
0
3029581 K14/C71 F 72,164.95 ZZ
240 71,090.70 1
2604 DELLA DRIVE 12.984 844.64 104
12.484 844.64 70,000.00
DAYTON OH 45408 5 12/08/98 00
2404465 05 01/15/99 0
4307852 O 12/15/18
0
3029582 K14/C71 F 57,605.18 ZZ
120 55,502.65 1
1401 MCKINLEY ST 10.142 765.79 103
9.642 765.79 56,000.00
GREAT BEND KS 67530 5 06/11/99 00
1201144 05 08/01/99 0
4715152 O 07/01/09
0
3029583 K14/C71 F 71,070.00 ZZ
120 68,385.15 1
425 CHINABERRY CT 9.782 930.64 103
9.282 930.64 69,000.00
VIRGINIA BEACH VA 23454 5 06/02/99 00
1201151 07 07/07/99 0
4732952 N 06/07/09
0
3029584 K14/C71 F 66,882.42 ZZ
240 66,511.28 1
5946 RAWLES AVENUE 13.674 815.91 102
13.174 815.91 66,000.00
INDIANAPOLIS IN 46219 5 07/27/99 00
1201185 05 09/01/99 0
4897552 O 08/01/19
0
3029585 K14/C71 F 101,970.00 ZZ
180 101,226.91 1
8955 W WINDSOR AVENUE 12.918 1,284.67 103
12.418 1,284.67 99,000.00
1
PHOENIX AZ 85037 5 08/13/99 00
1201219 05 10/01/99 0
4958152 O 09/01/14
0
3029587 K14/C71 F 39,229.58 ZZ
180 38,778.49 1
4631 E 13TH PLACE 11.482 457.83 104
10.982 457.83 38,000.00
GARY IN 46403 5 08/26/99 00
1201243 05 10/01/99 0
5001552 O 09/01/14
0
3029588 K14/C71 F 67,346.94 ZZ
240 67,006.03 1
7786 STATE HIGHWAY 164 13.153 796.37 103
12.653 796.37 66,000.00
BERGHOLZ OH 43908 5 09/04/99 00
1201276 05 10/15/99 0
5019052 O 09/15/19
0
3029589 K14/C71 F 100,940.00 ZZ
180 100,115.83 1
7585 IRIS LANE 10.951 1,144.18 103
10.451 1,144.18 98,000.00
LIVERPOOL NY 13088 5 09/13/99 00
1201300 05 11/01/99 0
5057752 O 10/01/14
0
3029590 K14/C71 F 74,971.87 ZZ
234 74,663.29 1
2173 NEBRASKA DR 11.200 790.48 108
10.700 790.48 70,000.00
XENIA OH 45385 5 04/09/99 00
1201334 05 05/01/99 0
4178653 O 10/01/18
0
3029591 K14/C71 F 52,252.55 ZZ
174 51,680.59 1
214 W STATE ST 9.560 557.57 101
9.060 557.57 52,000.00
IDAVILLE IN 47950 5 07/02/99 00
1201367 05 07/01/99 0
4283953 O 12/01/13
0
1
3029592 K14/C71 F 92,700.00 ZZ
240 91,362.12 1
310 OLD MULBERRY RD 11.527 990.31 103
11.027 990.31 90,000.00
FAYETTEVILLE TN 37334 5 01/08/99 00
1201391 05 02/15/99 0
4342453 O 01/15/19
0
3029593 K14/C71 F 36,082.47 ZZ
180 35,578.86 1
3245 N ARSENAL AVENUE 12.900 454.16 104
12.400 454.16 35,000.00
INDIANAPOLIS IN 46218 5 02/24/99 00
1201417 05 04/01/99 0
4497953 O 03/01/14
0
3029594 K14/C71 F 29,751.25 ZZ
180 29,213.68 1
2852 IDAHO ROAD 11.543 348.36 103
11.043 348.36 29,000.00
CAMDEN NJ 08104 1 04/23/99 00
1201441 07 06/01/99 0
4629353 O 05/01/14
0
3029595 K14/C71 F 232,178.50 ZZ
240 229,900.69 1
4301 EASY ST 9.373 2,144.99 108
8.873 2,144.99 215,000.00
OKLAHOMA CITY OK 73150 5 05/22/99 00
1201474 05 07/01/99 0
4712153 O 06/01/19
0
3029596 K14/C71 F 42,857.14 ZZ
360 42,724.96 1
811 LINCOLN STREET 13.198 480.73 103
12.698 480.73 42,000.00
INDIANAPOLIS IN 46203 5 07/09/99 00
1201508 05 08/14/99 0
4837053 O 07/14/29
0
3029597 K14/C71 F 49,158.56 ZZ
180 48,447.23 1
1
123 ELENA DRIVE 11.927 587.68 105
11.427 587.68 47,000.00
TALLAHASSEE FL 32310 5 08/14/99 00
1201532 05 10/01/99 0
4943953 O 09/01/14
0
3029598 K14/C71 F 66,433.93 ZZ
192 65,783.43 1
320 N 9TH AVE 9.320 666.98 103
8.820 666.98 64,500.00
DURANT OK 74702 5 08/24/99 00
1201565 05 10/01/99 0
4986253 O 09/01/15
0
3029599 K14/C71 F 126,126.10 ZZ
240 125,717.01 1
8235 SHADELAND CT 11.570 1,351.13 104
11.070 1,351.13 122,000.00
FORT WAYNE IN 46825 5 09/10/99 00
2404481 05 10/15/99 0
5052653 O 09/15/19
0
3029600 K14/C71 F 39,072.16 ZZ
180 37,608.96 1
308 5TH STREET 11.426 454.60 104
10.926 454.60 37,900.00
MANCHESTER GA 31316 5 08/19/98 00
1201615 05 10/01/98 0
4097254 O 09/01/13
0
3029601 K14/C71 F 92,630.50 ZZ
360 92,364.72 1
11306 MAYBROOK AVE 14.135 1,107.46 103
13.635 1,107.46 90,000.00
RIVERVIEW FL 33569 5 09/25/98 00
1201649 03 11/01/98 0
4154754 O 10/01/28
0
3029602 K14/C71 F 61,855.67 ZZ
240 60,907.12 1
306 E BUTLER AVE 11.513 660.20 104
11.013 660.20 60,000.00
CLINTON NC 28328 5 09/25/98 00
1201672 27 11/01/98 0
1
4181654 O 10/01/18
0
3029603 K14/C71 F 39,894.74 ZZ
240 39,353.33 1
412 N ELM ST 12.160 443.73 104
11.660 443.73 38,500.00
ADEL GA 31620 5 11/20/98 00
1201698 05 01/01/99 0
4270754 O 12/01/18
0
3029604 K14/C71 F 93,846.15 ZZ
360 93,281.84 1
112 EVELYN DR 9.692 802.29 103
9.192 802.29 91,500.00
CENTERVILLE GA 31028 2 03/26/99 00
1201722 05 05/01/99 0
4571754 O 04/01/29
0
3029605 K14/C71 F 46,287.50 ZZ
72 42,637.27 1
4TH AND BROADWAY 11.358 889.55 103
10.858 889.55 45,000.00
KETCHUM OK 74349 5 05/24/99 00
1201755 05 07/01/99 0
4709454 O 06/01/05
0
3029606 K14/C71 F 191,443.10 ZZ
180 187,937.67 2
115 ELLIOT ST 10.378 2,101.75 104
9.878 2,101.75 185,000.00
PASSAIC NJ 07055 5 06/04/99 00
1201789 05 07/09/99 0
4747054 O 06/09/14
0
3029607 K14/C71 F 36,082.47 ZZ
180 35,567.08 1
108 BIRMINGHAM STREET 10.934 408.62 104
10.434 408.62 35,000.00
STREATOR IL 61364 5 07/01/99 00
1201813 05 08/07/99 0
4814754 O 07/07/14
0
1
3029609 K14/C71 F 56,661.27 ZZ
360 56,415.47 1
523 WEST ROSE AVE 10.534 519.74 104
10.034 519.74 55,000.00
CRANE MO 65633 5 08/24/99 00
1201854 05 10/01/99 0
4984854 O 09/01/29
0
3029610 K14/C71 F 73,120.49 ZZ
360 71,808.29 1
3341 MILL RUN 12.578 784.81 103
12.078 784.81 71,000.00
RALEIGH NC 27612 5 11/21/98 00
1201888 06 01/01/99 0
4283155 O 12/01/28
0
3029611 K14/C71 F 57,001.03 ZZ
96 51,475.91 1
14046 COUNTY ROAD 48 9.872 861.09 102
9.372 861.09 56,000.00
ASTATULA FL 34705 5 01/23/99 00
1201912 27 03/01/99 0
4410955 O 02/01/07
0
3029612 K14/C71 F 64,432.99 ZZ
120 62,231.82 1
334 EAST MAIN STREET 12.717 951.33 104
12.217 951.33 62,500.00
ALBION IL 62806 5 02/16/99 00
1201946 05 04/01/99 0
4471555 O 03/01/09
0
3029613 K14/C71 F 50,520.83 ZZ
300 50,287.69 1
18636 CONCORD ST 9.918 456.17 104
9.418 456.17 49,000.00
DETROIT MI 48234 2 05/21/99 00
1201979 05 07/01/99 0
4709055 O 06/01/24
0
3029614 K14/C71 F 82,653.27 ZZ
180 81,440.23 1
1130 BENSON CHAPEL ROAD 11.644 973.13 104
11.144 973.13 80,000.00
1
ROWLAND NC 28383 5 06/18/99 00
1202001 05 08/01/99 0
4779355 O 07/01/14
0
3029615 K14/C71 F 119,789.50 ZZ
144 118,006.54 1
301 RAINTREE DRIVE 12.352 1,598.97 104
11.852 1,598.97 116,000.00
ALBANY GA 31705 5 06/25/99 00
1202035 05 08/01/99 0
4809955 O 07/01/11
0
3029616 K14/C71 F 77,533.65 ZZ
240 76,912.09 1
673 N CECIL ST 9.413 718.32 104
8.913 718.32 75,000.00
NEWPORT TN 37821 5 07/24/99 00
1202068 05 09/01/99 0
4880455 O 08/01/19
0
3029617 K14/C71 F 99,350.80 ZZ
180 98,059.64 1
14 MATTHEW DRIVE 11.065 1,133.28 102
10.565 1,133.28 98,000.00
BINGHAMTON NY 13901 5 08/25/99 00
1202092 05 10/01/99 0
4994655 O 09/01/14
0
3029618 K14/C71 F 30,777.15 ZZ
240 30,675.65 1
927 MILL STREET 10.327 303.70 103
9.827 303.70 30,000.00
ALVA OK 73717 5 09/15/99 00
1202126 05 11/01/99 0
5061555 O 10/01/19
0
3029619 K14/C71 F 116,494.90 ZZ
300 115,541.27 1
21871 REMICK 9.258 998.28 104
8.758 998.28 113,000.00
CLINTON TOWNSHI MI 48036 5 02/23/99 00
1202159 05 04/01/99 0
4489756 O 03/01/24
0
1
3029620 K14/C71 F 54,658.04 ZZ
180 53,723.78 1
140 WAGNER DRIVE 12.042 657.47 104
11.542 657.47 53,000.00
CARLISLE PA 17013 1 03/30/99 00
1202183 05 05/01/99 0
4575156 O 04/01/14
0
3029622 K14/C71 F 80,206.18 ZZ
240 79,330.43 1
174 3RD STREET SE 9.550 750.25 103
9.050 750.25 78,000.00
BARBERTON OH 44203 5 05/12/99 00
1202225 05 07/01/99 0
4688856 O 06/01/19
0
3029623 K14/C71 F 109,493.00 ZZ
180 108,463.69 1
7060 HARVARD AVE 12.042 1,317.06 104
11.542 1,317.06 106,000.00
MT MORRIS MI 48458 5 07/27/99 00
1202258 05 09/01/99 0
4873556 O 08/01/14
0
3029624 K14/C71 F 56,634.31 ZZ
180 55,295.25 1
401 BROAD ST 10.125 612.93 103
9.625 612.93 55,000.00
EAST CHICAGO IN 46312 5 07/21/99 00
1202282 05 09/01/99 0
4878256 O 08/01/14
0
3029625 K14/C71 F 232,304.80 ZZ
168 229,541.02 1
38531 EMERALD LANE 10.061 2,582.93 108
9.561 2,582.93 216,000.00
WESTLAND MI 48185 5 07/22/99 00
2404523 06 09/01/99 0
4879856 O 08/01/13
0
3029626 K14/C71 F 63,275.63 ZZ
180 62,690.84 1
1
9909 S KLEIN AVE 11.844 753.07 103
11.344 753.07 61,500.00
OKLAHOMA CITY OK 73139 5 07/26/99 00
1202340 05 09/01/99 0
4893956 O 08/01/14
0
3029627 K14/C71 F 83,220.30 ZZ
180 81,345.97 1
8668 W CHEERY LYNN ROAD 12.022 999.96 101
11.522 999.96 83,000.00
PHOENIX AZ 85037 5 08/12/99 00
1202373 05 09/16/99 0
4954556 O 08/16/14
0
3029628 K14/C71 F 103,128.40 ZZ
180 102,254.71 1
4389 MATSON AVE 11.085 1,177.66 104
10.585 1,177.66 100,000.00
CINCINNATI OH 45236 5 08/16/99 00
1202407 05 10/01/99 0
4960556 O 09/01/14
0
3029629 K14/C71 F 128,906.00 ZZ
180 122,967.36 1
7316 NUTS RUTS ROAD 9.720 1,363.23 108
9.220 1,363.23 120,000.00
TALLAHASSEE FL 32310 5 01/26/99 00
1202431 05 03/01/99 0
4422457 O 02/01/14
0
3029630 K14/C71 F 47,380.00 ZZ
120 44,829.25 1
HC 4 BOX J 11.261 659.68 103
10.761 659.68 46,000.00
MILLBORO VA 24460 5 02/23/99 00
1202456 05 04/01/99 0
4491157 O 03/01/09
0
3029631 K14/C71 F 116,390.00 ZZ
360 116,207.52 1
2926 BEASLEY ROAD 11.599 1,161.40 103
11.099 1,161.40 113,000.00
CHAPEL HILL TN 37034 5 02/24/99 00
1202480 27 04/01/99 0
1
4496957 O 03/01/29
0
3029632 K14/C71 F 92,929.29 ZZ
180 88,463.42 1
3705 VALLEY LAKE DRIVE 9.814 988.08 102
9.314 988.08 92,000.00
INDIANAPOLIS IN 46227 5 04/16/99 00
1202514 05 06/01/99 0
4622057 O 05/01/14
0
3029633 K14/C71 F 124,421.30 ZZ
180 122,571.30 1
599 YALE AVE 11.564 1,458.54 103
11.064 1,458.54 121,000.00
LAKE CITY PA 16423 5 05/11/99 00
1202530 05 06/15/99 0
4686357 O 05/15/14
0
3029634 K14/C71 F 185,365.70 ZZ
180 183,341.28 1
2710 NORTH ASPEN STREET 10.954 2,101.51 103
10.454 2,101.51 180,000.00
HANFORD CA 93230 2 06/24/99 00
1202555 05 08/01/99 0
4803957 O 07/01/14
0
3029636 K14/C71 F 58,710.90 ZZ
360 58,573.01 1
270 SPRINGTON ROAD 9.587 497.40 104
9.087 497.40 57,000.00
UPPER DARBY PA 19082 5 06/25/99 00
1202589 07 08/01/99 0
4809157 O 07/01/29
0
3029637 K14/C71 F 59,375.00 ZZ
60 53,887.28 1
7 EAST CENTER STREET 9.716 1,253.26 104
9.216 1,253.26 57,500.00
BEATTYVILLE KY 41311 5 06/28/99 00
1202613 05 08/02/99 0
4810457 O 07/02/04
0
1
3029638 K14/C71 F 56,313.71 ZZ
180 55,599.87 1
401 N ALBANY ST 9.645 592.98 103
9.145 592.98 55,000.00
IRONWOOD MI 49938 5 07/21/99 00
1202647 05 09/01/99 0
4875257 O 08/01/14
0
3029639 K14/C71 F 62,797.95 ZZ
300 61,283.18 1
231 WEST END AVE NORTH 9.535 550.19 103
9.035 550.19 61,000.00
LEWISBURG TN 37091 5 07/21/99 00
1202670 05 09/01/99 0
4879457 O 08/01/24
0
3029640 K14/C71 F 102,810.30 ZZ
240 102,193.98 1
8970 DONALDS TRAIL 11.570 1,101.36 103
11.070 1,101.36 100,000.00
WILHOIT AZ 86332 5 07/27/99 00
1202696 05 09/01/99 0
4895657 O 08/01/19
0
3029641 K14/C71 F 85,085.04 ZZ
360 84,796.91 1
1227 CHRISTOPHER DR NORTH 9.318 704.17 107
8.818 704.17 80,000.00
BOONVILLE IN 47601 5 07/27/99 00
1202720 05 09/01/99 0
4899857 O 08/01/29
0
3029642 K14/C71 F 93,686.49 ZZ
240 93,005.86 1
503 MORTON AVE 13.704 1,144.93 103
13.204 1,144.93 91,000.00
NASHVILLE TN 37211 5 07/27/99 00
1202746 05 09/01/99 0
4901657 O 08/01/19
0
3029643 K14/C71 F 87,550.00 ZZ
360 87,262.39 1
540 WHALEY TOWN RD 11.111 841.11 103
10.611 841.11 85,000.00
1
BUTLER TN 37640 5 08/24/99 00
1202779 05 10/01/99 0
4978757 O 09/01/29
0
3029645 K14/C71 F 82,582.24 ZZ
84 80,095.45 1
3428 N 99 STREET 12.812 1,493.91 102
12.312 1,493.91 81,000.00
MILWAUKEE WI 53222 5 09/07/99 00
1202837 05 10/15/99 0
5020557 O 09/15/06
0
3029646 K14/C71 F 31,375.66 ZZ
84 26,324.92 1
11321 WADE 10.494 528.92 102
9.994 528.92 31,000.00
DETROIT MI 48213 5 06/22/98 00
1202852 05 08/01/98 0
4006658 O 07/01/05
0
3029647 K14/C71 F 89,564.29 ZZ
240 87,457.52 1
1542 WHITEHOUSE ROAD 10.847 915.16 103
10.347 915.16 87,000.00
GREENEVILLE TN 37745 2 01/27/99 00
1202878 27 03/15/99 0
4428358 O 02/15/19
0
3029648 K14/C71 F 68,250.00 ZZ
240 67,568.78 1
481 LAUREL FORK 11.716 738.02 105
11.216 738.02 65,000.00
SUMERCO WV 25567 2 06/28/99 00
1202902 05 08/01/99 0
4812158 O 07/01/19
0
3029649 K14/C71 F 87,330.00 ZZ
180 85,300.22 1
929 S ALLEGHENY AVE 9.386 905.92 103
8.886 905.92 85,000.00
TULSA OK 74112 5 07/13/99 00
1202936 05 08/16/99 0
4853458 O 07/16/14
0
1
3029650 K14/C71 F 139,047.40 ZZ
300 138,235.34 1
710 COMMERCIAL ST 10.007 1,264.21 103
9.507 1,264.21 135,000.00
FULTON MO 65251 2 07/23/99 00
1202969 05 09/01/99 0
4886658 O 08/01/24
0
3029651 K14/C71 F 78,048.69 ZZ
180 73,952.97 1
4375 COLOMA 10.605 867.84 108
10.105 867.84 72,300.00
COLOMA MI 49038 2 09/14/98 00
1202985 27 11/01/98 0
4141059 O 10/01/13
0
3029652 K14/C71 F 43,258.60 ZZ
120 39,872.48 1
1376 STATE RT 603 10.734 589.39 103
10.234 589.39 42,000.00
ASHLAND OH 44805 2 11/04/98 00
1202993 05 12/09/98 0
4253159 O 11/09/08
0
3029653 K14/C71 F 50,091.02 ZZ
108 46,059.48 1
3723 S FELTON ST 11.989 760.28 104
11.489 760.28 48,500.00
MARION IN 46953 5 11/30/98 00
1203009 05 01/05/99 0
4284259 O 12/05/07
0
3029654 K14/C71 F 106,845.00 ZZ
300 105,778.29 1
4890 W FERRET DR 9.990 970.15 103
9.490 970.15 104,000.00
TUCSON AZ 85742 2 12/23/98 00
1203017 05 02/01/99 0
4342259 O 01/01/24
0
3029656 K14/C71 F 139,548.20 ZZ
180 135,435.69 1
1
10835 COLLETT AVENUE 9.672 1,471.71 106
9.172 1,471.71 132,000.00
RIVERSIDE CA 92505 2 04/08/99 00
1203033 05 05/15/99 0
4615859 O 04/15/14
0
3029657 K14/C71 F 76,736.31 ZZ
360 76,479.44 1
1313 SHORT STREET 9.530 646.92 104
9.030 646.92 74,500.00
COVINGTON IN 47932 2 05/21/99 00
1203041 05 07/01/99 0
4708059 O 06/01/29
0
3029658 K14/C71 F 107,142.86 ZZ
120 102,762.59 1
3648 E RAMSEY AVE 11.986 1,536.32 103
11.486 1,536.32 105,000.00
CUDAHY WI 53110 2 05/25/99 00
1203058 05 07/01/99 0
4718259 O 06/01/09
0
3029659 K14/C71 F 159,697.00 ZZ
360 159,398.94 1
221 MIDDLEBUSH DRIVE 11.107 1,533.76 104
10.607 1,533.76 155,000.00
SAN DIEGO CA 92114 2 06/08/99 00
1203066 05 07/15/99 0
4751159 O 06/15/29
0
3029660 K14/C71 F 82,400.00 ZZ
180 81,393.87 1
3448 SANDY BEACH LANE 9.967 883.81 103
9.467 883.81 80,000.00
GRAND ISLAND NY 14072 2 06/25/99 00
1193531 05 08/01/99 0
4804759 O 07/01/14
0
3029661 K14/C71 F 118,451.44 ZZ
120 114,228.10 1
133 PELICAN ROAD 9.781 1,551.01 104
9.281 1,551.01 115,000.00
ST AUGUSTINE FL 32086 2 07/07/99 00
1193556 05 08/11/99 0
1
4821459 O 07/11/09
0
3029662 K14/C71 F 194,670.00 ZZ
240 193,147.87 1
103 14 116TH ST 10.055 1,885.71 103
9.555 1,885.71 189,000.00
RICHMOND HILL NY 11419 5 08/21/99 00
1193572 05 10/01/99 0
4981359 O 09/01/19
0
3029663 K14/C71 F 61,768.48 ZZ
120 60,285.57 1
3042 BROWN CHAPEL RD 9.702 806.12 103
9.202 806.12 60,000.00
SIGNAL MOUNTAIN TN 37377 2 08/23/99 00
1193598 27 10/01/99 0
4983459 O 09/01/09
0
3029664 K14/C71 F 125,697.40 ZZ
360 125,506.12 1
112 BEL AIRE DR 9.279 1,036.72 104
8.779 1,036.72 122,000.00
MARIETTA OH 45750 5 08/28/99 00
1193614 05 10/01/99 0
5004659 O 09/01/29
0
3029665 K14/C71 F 62,244.90 ZZ
360 62,075.22 1
34 STATE RD 35 WEST 10.244 557.50 103
9.744 557.50 61,000.00
MILLTOWN WI 54858 2 09/02/99 00
1193630 05 10/15/99 0
5019559 O 09/15/29
0
3029666 K14/C71 F 60,726.59 ZZ
353 60,534.48 1
27 BISHOP LANE 10.500 556.85 103
10.000 556.85 59,000.00
HALLS TN 38040 5 04/12/99 00
1193655 05 05/01/99 0
4110560 O 09/01/28
0
1
3029667 K14/C71 F 34,108.21 ZZ
180 33,410.21 1
462 SKYVIEW LANE 12.042 410.28 107
11.542 410.28 32,000.00
TOCCOA GA 30577 2 01/26/99 00
1193671 05 03/01/99 0
4424360 O 02/01/14
0
3029668 K14/C71 F 97,837.28 ZZ
180 96,525.78 1
9220 HARROD RD 11.445 1,139.51 103
10.945 1,139.51 95,000.00
HARROD OH 45850 2 04/24/99 00
1193697 05 06/01/99 0
4640160 O 05/01/14
0
3029669 K14/C71 F 57,022.58 ZZ
120 54,975.01 1
948 S ALMA SCHOOL RD UNIT 24 10.598 772.57 109
10.098 772.57 52,500.00
MESA AZ 85210 5 05/25/99 00
1193721 06 07/01/99 0
4720660 O 06/01/09
0
3029670 K14/C71 F 177,319.60 ZZ
360 176,776.53 1
2150 ARBOR VITAE DRIVE 11.099 1,701.93 104
10.599 1,701.93 172,000.00
HANOVER PARK IL 60103 2 06/18/99 00
1193762 05 08/07/99 0
4782860 O 07/07/29
0
3029671 K14/C71 F 174,677.40 ZZ
240 173,604.99 1
1915 GORDON VERNER CIRCLE 10.367 1,728.37 103
9.867 1,728.37 171,000.00
STOCKTON CA 95206 2 06/22/99 00
1193796 05 08/01/99 0
4789660 O 07/01/19
0
3029672 K14/C71 F 98,166.12 ZZ
180 96,709.13 1
6121 W 600 N 10.125 1,062.42 104
9.625 1,062.42 95,000.00
1
FAIRLAND IN 46126 5 06/24/99 00
1193820 05 08/01/99 0
4800060 O 07/01/14
0
3029673 K14/C71 F 94,760.00 ZZ
180 93,616.18 1
10905 OHARA LN 10.951 1,074.13 103
10.451 1,074.13 92,000.00
MIDWEST CITY OK 73130 5 07/22/99 00
1193853 05 09/01/99 0
4880560 O 08/01/14
0
3029674 K14/C71 F 65,873.90 ZZ
180 65,073.42 1
15 W CONKLING AVE. 11.065 751.41 103
10.565 751.41 64,000.00
MIDDLETOWN NY 10940 2 07/26/99 00
1193887 05 09/01/99 0
4891260 O 08/01/14
0
3029675 K14/C71 F 25,510.20 ZZ
180 25,186.75 1
404 DIVISION STREET 10.487 281.78 103
9.987 281.78 25,000.00
YOUNGSTOWN OH 44509 2 07/27/99 00
1193911 05 09/01/99 0
4893360 O 08/01/14
0
3029676 K14/C71 F 43,700.68 ZZ
180 43,222.74 1
2910 NEWTON AVENUE 9.885 466.54 110
9.385 466.54 40,000.00
INDIANAPOLIS IN 46201 2 08/26/99 00
1193945 05 10/01/99 0
4998960 O 09/01/14
0
3029677 K14/C71 F 80,097.09 ZZ
180 76,869.78 1
1505 MADISON AVE 11.564 938.95 108
11.064 938.95 74,250.00
PIQUA OH 45356 2 06/23/98 00
1193978 05 08/01/98 0
4006461 O 07/01/13
0
1
3029678 K14/C71 F 60,824.74 ZZ
180 58,031.87 1
3711 SOUTH STATE ROAD 135 11.426 707.69 104
10.926 707.69 59,000.00
SALEM IN 47167 2 07/27/98 00
1194000 05 09/01/98 0
4070461 O 08/01/13
0
3029679 K14/C71 F 76,288.66 ZZ
180 73,471.76 1
1219 FLORIST DRIVE 9.459 794.74 104
8.959 794.74 74,000.00
ROCKFORD IL 61108 2 11/12/98 00
1194034 05 01/01/99 0
4264061 O 12/01/13
0
3029681 K14/C71 F 112,579.60 ZZ
180 108,727.68 1
52834 W PAPAGO RD 10.586 1,250.46 101
10.086 1,250.46 112,500.00
MARICOPA AZ 85239 5 12/21/98 00
1194075 27 02/01/99 0
4329961 O 01/01/14
0
3029682 K14/C71 F 61,800.00 ZZ
240 61,084.36 1
2212 WASHINGTON ST EAST 9.563 578.60 103
9.063 578.60 60,000.00
CHARLESTON WV 25311 1 04/19/99 00
1194117 05 06/01/99 0
4623061 O 05/01/19
0
3029683 K14/C71 F 33,264.18 ZZ
180 32,517.85 1
1215 WEST 30TH STREET 12.998 420.83 103
12.498 420.83 32,500.00
INDIANAPOLIS IN 46208 2 04/20/99 00
1194158 05 06/01/99 0
4630661 O 05/01/14
0
3029685 K14/C71 F 205,699.50 ZZ
360 205,208.90 1
1
4541 PROSPECT RD 10.060 1,814.29 103
9.560 1,814.29 200,000.00
NEW LONDON OH 44851 2 06/22/99 00
1194190 05 08/01/99 0
4790561 O 07/01/29
0
3029686 K14/C71 F 52,608.25 ZZ
180 51,500.54 1
4597 SUMNERS WELLS 9.595 552.37 104
9.095 552.37 51,000.00
MEMPHIS TN 38118 2 07/13/99 00
1194232 05 09/01/99 0
4840461 O 08/01/14
0
3029687 K14/C71 F 64,884.28 ZZ
180 64,050.48 1
318 E PINE STREET 9.348 671.60 103
8.848 671.60 63,000.00
SKIATOOK OK 74070 2 07/27/99 00
1194273 05 09/01/99 0
4898761 O 08/01/14
0
3029688 K14/C71 F 128,508.10 ZZ
360 128,124.71 1
179 RIVER VILLAGE CIR 11.464 1,269.08 103
10.964 1,269.08 125,600.00
DAYTON NV 89403 2 08/05/99 00
1194315 05 09/09/99 0
4925661 O 08/09/29
0
3029689 K14/C71 F 60,573.24 ZZ
120 59,232.53 1
1478 FORT PARK BLVD 9.660 789.12 103
9.160 789.12 59,000.00
LINCOLN PARK MI 48146 2 08/18/99 00
1194356 05 10/01/99 0
4966961 O 09/01/09
0
3029690 K14/C71 F 67,519.18 ZZ
360 67,322.68 1
3056 BRIGHTON STREET 13.161 755.40 103
12.661 755.40 66,000.00
BALTIMORE MD 21216 2 08/23/99 00
1194398 07 10/01/99 0
1
4986261 O 09/01/29
0
3029691 K14/C71 F 87,538.62 ZZ
216 87,227.78 1
BOX 315 HIGHWAY 48 11.993 990.48 103
11.493 990.48 85,000.00
GASTON NC 27832 2 08/27/99 00
1194430 27 10/01/99 0
5002761 O 09/01/17
0
3029692 K14/C71 F 103,000.00 ZZ
180 102,140.45 1
33 COMMERCE STREET 10.951 1,167.53 103
10.451 1,167.53 100,000.00
SCOTIA NY 12302 2 09/03/99 00
1194471 05 10/09/99 0
5030161 O 09/09/14
0
3029693 K14/C71 F 40,711.34 ZZ
180 38,980.47 1
487 EAST 72ND STREET 11.543 476.70 104
11.043 476.70 39,500.00
SHREVEPORT LA 71106 5 07/07/98 00
1194513 05 08/11/98 0
4032462 O 07/11/13
0
3029694 K14/C71 F 76,210.09 ZZ
180 72,465.54 1
1209 E INDIANA AVE 9.477 794.75 103
8.977 794.75 74,000.00
ELKHART IN 46516 2 11/19/98 00
1194554 05 01/01/99 0
4277562 O 12/01/13
0
3029695 K14/C71 F 23,175.00 ZZ
360 23,055.06 1
10640 NE 43RD STREET 12.576 248.70 103
12.076 248.70 22,500.00
SPENCER OK 73084 1 04/12/99 00
1194596 05 05/16/99 0
4617762 O 04/16/29
0
1
3029696 K14/C71 F 21,154.26 ZZ
180 20,549.11 1
3758 N DARIEN STREET 12.997 267.61 101
12.497 267.61 21,000.00
PHILADELPHIA PA 19140 5 04/27/99 00
1194638 07 06/01/99 0
4647262 O 05/01/14
0
3029697 K14/C71 F 35,636.70 ZZ
84 33,216.10 1
317 MAPLE STREET 9.493 582.32 108
8.993 582.32 33,000.00
PULASKI VA 24301 2 05/12/99 00
1194679 05 07/01/99 0
4686462 O 06/01/06
0
3029698 K14/C71 F 41,237.11 ZZ
180 40,290.17 1
3609 BYRD ROAD 11.426 479.79 104
10.926 479.79 40,000.00
AUGUSTA GA 30906 5 05/22/99 00
1194729 05 07/01/99 0
4711262 O 06/01/14
0
3029700 K14/C71 F 179,845.00 ZZ
240 178,896.48 1
17218 COUNTY RD D 10.984 1,854.38 103
10.484 1,854.38 175,000.00
BRYAN OH 43506 2 06/17/99 00
1194760 05 08/01/99 0
4779762 O 07/01/19
0
3029702 K14/C71 F 92,233.01 ZZ
360 91,912.47 1
22 LENORA ST 12.420 978.64 103
11.920 978.64 90,000.00
INDIANAPOLIS IN 46176 1 06/29/99 00
1194802 05 08/01/99 0
4812662 O 07/01/29
0
3029703 K14/C71 F 113,847.10 ZZ
180 112,849.35 1
3906 WINTHROP DR 11.280 1,314.07 104
10.780 1,314.07 110,000.00
1
BEAVERCREEK OH 45431 2 07/15/99 00
1194844 05 09/01/99 0
4865162 O 08/01/14
0
3029704 K14/C71 F 108,414.20 ZZ
180 107,080.81 1
13324 BACKUS ST 10.126 1,173.40 104
9.626 1,173.40 105,000.00
SOUTHGATE MI 48195 2 07/27/99 00
1194885 05 09/01/99 0
4898362 O 08/01/14
0
3029705 K14/C71 F 47,380.00 ZZ
180 46,960.98 1
15 WARREN AVE 10.951 537.06 103
10.451 537.06 46,000.00
WILLIAMSTOWN WV 26187 2 08/06/99 00
1194927 05 09/10/99 0
4926862 O 08/10/14
0
3029706 K14/C71 F 104,473.70 ZZ
240 104,050.89 1
4328 LANDING RD 11.677 1,126.91 104
11.177 1,126.91 101,000.00
LITTLE RIVER SC 29526 2 08/23/99 00
1194968 05 10/01/99 0
4982762 O 09/01/19
0
3029707 K14/C71 F 104,562.40 ZZ
360 104,461.37 1
1536 W ROSEBURG AVENUE 9.605 887.24 101
9.105 887.24 104,000.00
MODESTO CA 95350 2 08/25/99 00
1195007 05 10/01/99 0
4998162 O 09/01/29
0
3029708 K14/C71 F 87,872.34 ZZ
120 85,763.09 1
608 N 36TH ST 9.919 1,157.30 104
9.419 1,157.30 85,000.00
PADUCAH KY 42001 2 09/10/99 00
1195049 05 10/15/99 0
5041562 O 09/15/09
0
1
3029709 K14/C71 F 222,491.10 ZZ
175 220,340.72 1
16 CHESHIRE TER 10.511 2,490.09 104
10.011 2,490.09 215,000.00
WEST ORANGE NJ 07052 2 09/08/99 00
1195080 05 10/13/99 0
5042062 O 04/13/14
0
3029710 K14/C71 F 130,612.24 ZZ
240 130,189.67 1
453 E PINE RIDGE DRIVE 13.153 1,544.48 103
12.653 1,544.48 128,000.00
WESTFIELD IN 46074 2 09/25/98 00
1195122 05 11/01/98 0
4178963 O 10/01/18
0
3029711 K14/C71 F 63,517.06 ZZ
300 62,743.86 1
225 PINCKNEY STREET 11.308 636.73 104
10.808 636.73 61,500.00
SUMTER SC 29150 5 03/29/99 00
1195163 05 05/02/99 0
4579763 O 04/02/24
0
3029712 K14/C71 F 175,257.30 ZZ
240 172,845.72 1
424 S MARION ST 12.004 1,930.22 104
11.504 1,930.22 170,000.00
BENSENVILLE IL 60106 2 06/09/99 00
1195213 05 07/15/99 0
4762363 O 06/15/19
0
3029713 K14/C71 F 95,757.70 ZZ
240 93,639.08 1
210 MAIN ST 10.566 960.27 103
10.066 960.27 93,000.00
ARCHBALD PA 18403 2 07/19/99 00
1195247 05 09/01/99 0
4872363 O 08/01/19
0
3029714 K14/C71 F 46,435.70 ZZ
240 46,180.89 1
1
404 MAIN ST 10.328 458.25 104
9.828 458.25 45,000.00
LEXINGTON TX 78947 2 07/26/99 00
1195288 05 09/01/99 0
4879163 O 08/01/19
0
3029715 K14/C71 F 99,406.69 ZZ
180 97,778.94 1
4219 WEBSTER ROAD 12.041 1,195.67 103
11.541 1,195.67 97,000.00
DANVILLE KY 40422 2 07/26/99 00
1195320 05 09/01/99 0
4888863 O 08/01/14
0
3029716 K14/C71 F 81,450.77 ZZ
240 81,125.38 1
871 RIVERBIRCH DR 10.944 837.62 104
10.444 837.62 79,000.00
CONWAY SC 29526 2 08/26/99 00
1195379 27 10/01/99 0
4998863 O 09/01/19
0
3029717 K14/C71 F 63,586.16 ZZ
180 62,731.42 1
3008 WESTBROOK ST 11.084 726.08 106
10.584 726.08 60,000.00
SAGINAW MI 48601 2 08/30/99 00
1195403 05 10/05/99 0
5009863 O 09/05/14
0
3029719 K14/C71 F 64,375.00 ZZ
240 63,416.33 1
1612 S 4TH ST EAST 12.998 754.11 103
12.498 754.11 62,500.00
BROKEN ARROW OK 74012 5 10/26/98 00
1195486 05 12/01/98 0
4236564 O 11/01/18
0
3029720 K14/C71 F 87,628.87 ZZ
300 85,828.95 1
3718 HEATHERWOODS DR 11.560 894.57 104
11.060 894.57 85,000.00
VALDOSTA GA 31605 2 11/24/98 00
1195528 05 01/01/99 0
1
4283864 O 12/01/23
0
3029721 K14/C71 F 86,734.69 ZZ
240 86,271.78 1
7714 TEXLYN CT 12.660 995.23 103
12.160 995.23 85,000.00
LOUISVILLE KY 40258 5 02/19/99 00
1195569 05 04/01/99 0
4480864 O 03/01/19
0
3029724 K14/C71 F 40,280.69 ZZ
180 39,948.31 1
RT 214 BOX 171 DETOUR ROAD 11.578 472.55 104
11.078 472.55 39,000.00
YAWWKEY WV 25573 5 07/21/99 00
1195601 05 09/01/99 0
4873564 O 08/01/14
0
3029726 K14/C71 F 72,205.99 ZZ
180 71,499.69 1
2223 E NEVADA STREET 10.107 780.66 102
9.607 780.66 71,000.00
TUCSON AZ 85706 5 08/23/99 00
1195643 05 10/01/99 0
4986164 O 09/01/14
0
3029727 K14/C71 F 33,989.21 ZZ
240 33,169.00 1
410 E 6TH ST 10.820 346.68 103
10.320 346.68 33,000.00
FAIRMOUNT IN 46928 5 08/19/98 00
1195684 05 10/01/98 0
4105265 O 09/01/18
0
3029729 K14/C71 F 32,989.69 ZZ
120 30,189.92 1
1112 NORTH HICKORY STREET 11.238 458.89 104
10.738 458.89 32,000.00
CHAMPAIGN IL 61820 2 12/23/98 00
1195726 05 02/01/99 0
4338065 O 01/01/09
0
1
3029730 K14/C71 F 126,348.30 ZZ
240 124,632.14 1
3218 CHERRY TREE LN 9.851 1,206.84 102
9.351 1,206.84 125,000.00
CAMANO ISLAND WA 98292 2 03/25/99 00
1195767 27 05/01/99 0
4559665 O 04/01/19
0
3029731 K14/C71 F 65,979.38 ZZ
240 65,595.53 1
432 N MAIN ST 11.513 704.21 104
11.013 704.21 64,000.00
PAYNE OH 45880 2 05/26/99 00
1195809 05 07/01/99 0
4721365 O 06/01/19
0
3029732 K14/C71 F 105,998.50 ZZ
180 104,539.09 1
248 HART ROAD 10.694 1,184.49 103
10.194 1,184.49 103,000.00
ELIZABETHTON TN 37643 2 06/15/99 00
1195841 27 08/01/99 0
4768965 O 07/01/14
0
3029733 K14/C71 F 145,631.10 ZZ
180 143,297.18 1
2971 SLEAFORD 11.085 1,663.02 102
10.585 1,663.02 143,000.00
WATERFORD TWP MI 48329 5 06/22/99 00
1195882 05 08/01/99 0
4789865 O 07/01/14
0
3029734 K14/C71 F 138,349.50 ZZ
360 138,060.73 1
4157 TOWER HILL RD 10.534 1,269.06 103
10.034 1,269.06 135,000.00
HOUGHTON LAKE MI 48629 5 06/25/99 00
1195924 05 08/01/99 0
4808665 O 07/01/29
0
3029735 K14/C71 F 90,077.98 ZZ
360 90,035.31 1
394 MORGAN VALLEY ROAD 12.869 987.23 103
12.369 987.23 87,800.00
1
ROCKMART GA 30153 2 07/19/99 00
1195973 05 09/01/99 0
4872665 O 08/01/29
0
3029736 K14/C71 F 63,860.00 ZZ
180 62,961.47 1
8613 EAST PARKRIDGE DRIVE 9.967 684.95 103
9.467 684.95 62,000.00
OKLAHOMA CITY OK 73141 2 08/11/99 00
1196013 05 09/15/99 0
4946065 O 08/15/14
0
3029737 K14/C71 F 129,381.40 ZZ
180 128,220.63 1
9951 JAMAICA DR 10.213 1,407.25 107
9.713 1,407.25 122,000.00
MIAMI FL 33189 2 08/17/99 00
1196054 05 10/01/99 0
4961765 O 09/01/14
0
3029739 K14/C71 F 41,711.80 ZZ
360 41,606.57 1
523 E SPRINGER 11.422 410.59 103
10.922 410.59 40,500.00
GUTHRIE OK 73044 5 11/16/98 00
1196096 05 01/01/99 0
4270266 O 12/01/28
0
3029740 K14/C71 F 77,233.36 ZZ
240 76,223.57 1
10234 22 TERR 9.550 722.44 110
9.050 722.44 70,500.00
WEBSTER FL 33597 5 01/07/99 00
1196138 05 02/16/99 0
4359666 O 01/16/19
0
3029741 K14/C71 F 35,051.55 ZZ
300 34,773.60 1
207 NORTH 3RD STREET 11.560 357.83 104
11.060 357.83 34,000.00
EASTON IL 62633 5 02/02/99 00
1196179 05 03/06/99 0
4434366 O 02/06/24
0
1
3029742 K14/C71 F 102,922.20 ZZ
240 102,413.89 1
1020 SQUIRREL HILL RD 12.315 1,155.95 104
11.815 1,155.95 99,500.00
CHARLOTTE NC 28213 5 05/05/99 00
1196211 05 06/15/99 0
4670566 O 05/15/19
0
3029744 K14/C71 F 80,126.52 ZZ
120 77,729.23 1
2065 ROY STREET 11.181 1,111.97 104
10.681 1,111.97 77,500.00
WALKERTON IN 46574 5 06/17/99 00
1196252 27 08/01/99 0
4780566 O 07/01/09
0
3029745 K14/C71 F 124,117.20 ZZ
240 122,885.46 1
524 WILLIAM SIMMONS ROAD 9.780 1,179.72 104
9.280 1,179.72 120,000.00
BOWLING GREEN KY 42101 5 06/24/99 00
1196286 05 08/01/99 0
4797566 O 07/01/19
0
3029746 K14/C71 F 58,710.00 ZZ
240 58,499.32 1
1143 NW 92ND STREET 12.998 687.75 103
12.498 687.75 57,000.00
OKLAHOMA CITY OK 73114 2 06/24/99 00
1196336 05 08/01/99 0
4801466 O 07/01/19
0
3029747 K14/C71 F 77,249.57 ZZ
360 77,052.53 1
2820 SWINEFORD ROAD 11.464 762.87 103
10.964 762.87 75,000.00
RICHMOND VA 23237 2 06/25/99 00
1196385 05 08/01/99 0
4805666 O 07/01/29
0
3029748 K14/C71 F 129,126.40 ZZ
360 128,877.46 1
1
1340 CHEROKEE DRIVE 9.300 1,066.97 103
8.800 1,066.97 125,500.00
UNION CITY MI 49094 2 06/30/99 00
1196427 05 08/06/99 0
4815866 O 07/06/29
0
3029749 K14/C71 F 97,850.00 ZZ
84 92,881.19 1
9 CHERRY LANE 10.527 1,651.19 103
10.027 1,651.19 95,000.00
SAUGERTIES NY 12477 5 07/24/99 00
1196468 05 09/01/99 0
4886666 O 08/01/06
0
3029750 K14/C71 F 170,103.10 ZZ
144 166,578.28 1
25087 LINDA DR 9.857 2,018.84 104
9.357 2,018.84 165,000.00
NORTH OLMSTED OH 44070 5 07/26/99 00
1196500 05 09/01/99 0
4889266 O 08/01/11
0
3029751 K14/C71 F 69,795.04 ZZ
240 69,175.78 1
3842 GREEN POINT DRIVE 10.344 689.52 103
9.844 689.52 68,000.00
GREENSBORO NC 27407 5 07/27/99 00
1196542 05 09/01/99 0
4896866 O 08/01/19
0
3029753 K14/C71 F 39,660.47 ZZ
180 34,964.04 1
PO BOX 302 10.586 440.52 105
10.086 440.52 38,000.00
GAGE OK 73843 5 07/15/98 00
1196583 05 09/01/98 0
4044967 O 08/01/13
0
3029755 K14/C71 F 87,917.54 ZZ
240 87,452.58 1
706 ROCKY HOCK CREEK RD 11.321 926.76 104
10.821 926.76 85,000.00
EDENTON NC 27932 2 04/26/99 00
1196625 05 06/01/99 0
1
4628667 O 05/01/19
0
3029756 K14/C71 F 60,724.85 ZZ
120 58,617.09 1
17 GERALD ST 10.976 835.66 103
10.476 835.66 59,000.00
SUMTER SC 29150 5 05/17/99 00
1196666 05 07/01/99 0
4695267 O 06/01/09
0
3029757 K14/C71 F 118,841.80 ZZ
240 117,721.37 1
12944 NEBRASKA WOODS COURT 10.389 1,177.64 104
9.889 1,177.64 115,000.00
ORLANDO FL 32824 5 05/17/99 00
1196708 05 07/05/99 0
4697367 O 06/05/19
0
3029758 K14/C71 F 79,381.44 ZZ
360 79,081.54 1
5010 ROBINHOOD DR 10.121 703.74 102
9.621 703.74 78,000.00
ASHLAND KY 41101 5 05/19/99 00
1196740 05 07/01/99 0
4701267 O 06/01/29
0
3029759 K14/C71 F 65,264.29 ZZ
180 64,284.51 1
612 12TH ST 11.084 745.24 103
10.584 745.24 63,500.00
OSAWATOMIE KS 66064 2 06/22/99 00
1196781 05 08/01/99 0
4789067 O 07/01/14
0
3029760 K14/C71 F 180,250.00 ZZ
180 176,513.88 1
185 WALNUT AVENUE 9.967 1,933.34 103
9.467 1,933.34 175,000.00
BOGOTA NJ 07603 5 07/07/99 00
1196823 05 08/11/99 0
4832167 O 07/11/14
0
1
3029761 K14/C71 F 152,194.70 ZZ
180 148,708.36 1
10397 PLANK RD 11.356 1,764.01 102
10.856 1,764.01 150,000.00
MILAN MI 48160 2 07/27/99 00
1196864 05 09/01/99 0
4887867 O 08/01/14
0
3029762 K14/C71 F 42,249.87 ZZ
120 41,063.49 1
1310 N PHILLIPS ST 9.659 550.39 104
9.159 550.39 41,000.00
KOKOMO IN 46901 2 08/05/99 00
1196906 05 09/15/99 0
4919467 O 08/15/09
0
3029763 K14/C71 F 30,702.73 ZZ
120 30,020.61 1
1813 ALBANY ST 11.561 432.74 103
11.061 432.74 30,000.00
SCHENECTADY NY 12304 2 08/16/99 00
1196948 05 10/01/99 0
4960467 O 09/01/09
0
3029764 K14/C71 F 68,662.35 ZZ
180 67,472.03 1
231 EAST MAIN ST 10.125 743.11 103
9.625 743.11 67,000.00
FLORA IN 46929 2 08/18/99 00
1196989 05 10/01/99 0
4969367 O 09/01/14
0
3029765 K14/C71 F 211,340.20 ZZ
120 206,693.97 1
3602 E UNIVERSITY AVENUE 10.747 2,881.03 104
10.247 2,881.03 205,000.00
URBANA IL 61802 2 08/26/99 00
1197029 05 10/01/99 0
4992067 O 09/01/09
0
3029766 K14/C71 F 110,309.30 ZZ
180 103,628.30 1
129 S PINECREST ROAD 9.459 1,149.15 104
8.959 1,149.15 107,000.00
1
BOLINGBROOK IL 60440 5 09/22/98 00
1197060 05 11/01/98 0
4168968 O 10/01/13
0
3029767 K14/C71 F 107,142.90 ZZ
360 106,649.32 1
6228 MOENNING RD 13.198 1,201.82 103
12.698 1,201.82 105,000.00
SHEBOYGAN WI 53081 2 10/27/98 00
1197102 05 12/01/98 0
4241568 O 11/01/28
0
3029768 K14/C71 F 36,050.00 ZZ
240 35,866.30 1
RT 2 BOX 1107 LOWE RD 12.998 422.30 103
12.498 422.30 35,000.00
COBLESKILL NY 12043 2 04/20/99 00
1197144 05 06/01/99 0
4627768 O 05/01/19
0
3029769 K14/C71 F 51,445.76 ZZ
180 50,503.54 1
50 SARALANE 11.426 598.57 103
10.926 598.57 50,000.00
ALTURAS CA 96101 2 04/29/99 00
1197177 05 06/05/99 0
4635868 O 05/05/14
0
3029770 K14/C71 F 30,770.25 ZZ
180 30,167.93 1
111 BATH STREET 10.604 342.12 103
10.104 342.12 30,000.00
BLUEFIELD WV 24701 2 06/04/99 00
1197227 05 07/15/99 0
4742168 O 06/15/14
0
3029771 K14/C71 F 111,240.00 ZZ
240 110,713.38 1
7555 TRICIA COURT 11.037 1,151.01 102
10.537 1,151.01 110,000.00
NEW ORLEANS LA 70128 2 06/24/99 00
1197268 05 08/01/99 0
4799968 O 07/01/19
0
1
3029772 K14/C71 F 48,387.10 ZZ
180 47,829.08 1
1160 EAST 17TH AVE 10.182 525.37 103
9.682 525.37 47,000.00
COLUMBUS OH 43211 2 07/23/99 00
1197292 05 09/01/99 0
4882768 O 08/01/14
0
3029773 K14/C71 F 185,401.10 ZZ
240 183,713.53 1
7508 SAND PEBBLE LN 9.711 1,753.81 103
9.211 1,753.81 180,000.00
LAS VEGAS NV 89129 5 07/27/99 00
1197342 05 09/01/99 0
4897668 O 08/01/19
0
3029774 K14/C71 F 76,942.88 ZZ
180 73,853.69 1
2323 W SOUTH ST 10.586 854.63 103
10.086 854.63 75,000.00
COLLINSVILLE OK 74021 2 08/25/98 00
1197383 27 10/01/98 0
4116569 O 09/01/13
0
3029775 K14/C71 F 70,103.09 ZZ
180 68,328.77 1
629 S CALHOUN ST 12.409 859.89 104
11.909 859.89 68,000.00
AURORA IL 60505 5 10/10/98 00
1197425 05 12/01/98 0
4206169 O 11/01/13
0
3029776 K14/C71 F 93,298.97 ZZ
360 92,582.69 1
605 FACTORY SHOALS DR 11.588 930.20 104
11.088 930.20 90,500.00
MABLETON GA 30126 5 02/09/99 00
1197458 05 03/15/99 0
4458869 O 02/15/29
0
3029777 K14/C71 F 47,932.96 ZZ
180 47,020.81 1
1
1305 WINCHESTER STREET 12.411 588.01 104
11.911 588.01 46,500.00
BALTIMORE MD 21217 2 02/11/99 00
1197482 07 04/01/99 0
4464869 O 03/01/14
0
3029778 K14/C71 F 94,764.09 ZZ
240 93,386.13 1
9453 N COUNTY ROAD 600 E 9.561 887.10 104
9.061 887.10 92,000.00
SUNMAN IN 47041 5 02/12/99 00
1197516 27 04/01/99 0
4467469 O 03/01/19
0
3029779 K14/C71 F 218,874.70 ZZ
180 210,913.61 1
1221 ROMULUS DRIVE 9.475 2,282.24 110
8.975 2,282.24 200,000.00
GLENDALE CA 91205 2 02/20/99 00
1197557 05 04/01/99 0
4483669 O 03/01/14
0
3029782 K14/C71 F 122,606.00 ZZ
360 122,483.81 1
8145 NW 32 AVENUE 10.571 1,128.04 103
10.071 1,128.04 120,000.00
MIAMI FL 33147 5 06/17/99 00
1197599 05 08/01/99 0
4780469 O 07/01/29
0
3029783 K14/C71 F 76,288.66 ZZ
360 76,259.03 1
1759 HOMEWARD AVE 11.099 732.23 106
10.599 732.23 72,000.00
LIMA OH 45805 5 06/23/99 00
1197631 05 08/01/99 0
4791169 O 07/01/29
0
3029784 K14/C71 F 88,385.71 ZZ
180 87,380.19 1
8513 NE 35TH ST 10.586 981.73 108
10.086 981.73 82,000.00
SPENCER OK 73084 5 06/23/99 00
1197672 05 08/01/99 0
1
4794869 O 07/01/14
0
3029785 K14/C71 F 88,568.49 ZZ
360 87,603.57 1
8374 WILLOWS WAY 11.445 873.37 103
10.945 873.37 86,000.00
RIVERDALE GA 30274 2 03/26/98 00
1197714 05 05/01/98 0
3263770 O 04/01/28
0
3029786 K14/C71 F 83,430.00 ZZ
240 82,961.14 1
8135 COMMUNITY DR 12.508 948.35 103
12.008 948.35 81,000.00
MANASSAS VA 20109 2 07/15/98 00
1197755 07 09/01/98 0
4041070 O 08/01/18
0
3029787 K14/C71 F 83,601.35 ZZ
120 75,547.33 1
1307 SOUTH HIGH ST 11.025 1,152.79 108
10.525 1,152.79 78,000.00
COLUMBIA TN 38401 2 07/24/98 00
1197797 05 09/05/98 0
4064070 O 08/05/08
0
3029789 K14/C71 F 88,215.51 ZZ
120 82,220.55 1
1419 E GRAND AVE 11.588 1,244.72 108
11.088 1,244.72 82,400.00
TOWER CITY PA 17980 5 11/17/98 00
1197839 05 01/01/99 0
4268970 O 12/01/08
0
3029790 K14/C71 F 74,226.80 ZZ
180 71,904.83 1
347 ANDREW CHAPEL RD 11.426 863.62 104
10.926 863.62 72,000.00
GIRARD GA 30426 2 11/24/98 00
1197870 27 01/01/99 0
4287770 O 12/01/13
0
1
3029791 K14/C71 F 43,814.43 ZZ
180 42,796.76 1
311 VENUS STREET 12.409 537.43 104
11.909 537.43 42,500.00
BUTLER GA 31006 2 12/14/98 00
2404358 27 02/01/99 0
4316770 O 01/01/14
0
3029792 K14/C71 F 67,010.31 ZZ
360 66,964.39 1
14542 SOUTH PARK AVENUE 13.052 743.99 104
12.552 743.99 65,000.00
HARVEY IL 60426 5 03/03/99 00
1197953 05 04/15/99 0
4493370 O 03/15/29
0
3029793 K14/C71 F 68,045.50 ZZ
240 67,432.10 1
6056 KNOLLWOOD DR 10.976 701.25 104
10.476 701.25 66,000.00
RIDGE MANOR FL 33523 5 06/08/99 00
1197995 05 07/12/99 0
4757270 O 06/12/19
0
3029795 K14/C71 F 145,180.80 ZZ
360 144,628.33 1
1267 E MINERAL ROAD 9.682 1,240.08 103
9.182 1,240.08 141,000.00
GILBERT AZ 85234 2 06/19/99 00
1198043 05 08/01/99 0
4785770 O 07/01/29
0
3029796 K14/C71 F 62,905.90 ZZ
120 60,726.39 1
1820 DIXDALE AVENUE 10.383 844.70 103
9.883 844.70 61,500.00
LOUISVILLE KY 40210 5 06/25/99 00
1198084 05 08/01/99 0
4800370 O 07/01/09
0
3029797 K14/C71 F 130,612.20 ZZ
240 129,267.72 1
W204 N6870 LANNON RD 12.166 1,453.30 105
11.666 1,453.30 125,000.00
1
MENOMONEE FALLS WI 53051 5 06/25/99 00
1198126 05 08/01/99 0
4801970 O 07/01/19
0
3029798 K14/C71 F 38,507.50 ZZ
180 37,712.48 1
736 N OAK STREET 10.520 426.14 103
10.020 426.14 37,500.00
PONCA CITY OK 74601 5 06/25/99 00
1198167 05 08/01/99 0
4805070 O 07/01/14
0
3029799 K14/C71 F 78,748.65 ZZ
240 78,487.24 1
2262 DIVISION ST 11.298 828.87 106
10.798 828.87 74,500.00
EVANSVILLE IN 47711 5 07/16/99 00
1198209 05 09/01/99 0
4863070 O 08/01/19
0
3029800 K14/C71 F 48,023.16 ZZ
180 47,424.57 1
1323 MARYLAND AVENUE 9.587 503.99 105
9.087 503.99 46,000.00
EDEN NC 27288 2 08/05/99 00
1198233 05 09/15/99 0
4926870 O 08/15/14
0
3029801 K14/C71 F 94,545.05 ZZ
180 93,570.74 1
104 DAVIS STREET 12.900 1,190.01 102
12.400 1,190.01 93,000.00
DAKOTA IL 61018 2 08/21/99 00
1198282 05 10/01/99 0
4981170 O 09/01/14
0
3029802 K14/C71 F 126,690.00 ZZ
360 126,279.75 1
460 CLAYTON STREET 11.111 1,217.14 103
10.611 1,217.14 123,000.00
CENTRAL ISLIP NY 11722 1 09/21/99 00
1198324 05 11/01/99 0
5006570 O 10/01/29
0
1
3029803 K14/C71 F 180,151.00 ZZ
240 175,295.56 1
310 PALM SPRINGS DR 9.867 1,722.65 108
9.367 1,722.65 167,000.00
FAIRFIELD OH 45014 5 07/25/98 00
1198365 05 09/01/98 0
4065271 O 08/01/18
0
3029804 K14/C71 F 72,164.95 ZZ
180 70,652.77 1
422 EAST STATE STREET 9.459 751.78 104
8.959 751.78 70,000.00
PAXTON IL 60957 5 02/25/99 00
1198407 05 04/01/99 0
4498771 O 03/01/14
0
3029805 K14/C71 F 46,062.57 ZZ
180 45,200.41 1
2433 MAHONING RD NE 12.042 554.07 108
11.542 554.07 43,000.00
CANTON OH 44705 2 03/25/99 00
1198449 05 05/01/99 0
4570871 O 04/01/14
0
3029806 K14/C71 F 120,510.00 ZZ
360 120,476.19 1
171 BIG ROCK RD 12.088 1,247.75 103
11.588 1,247.75 117,000.00
BIG ROCK TN 37023 5 06/25/99 00
1198480 05 08/01/99 0
4810171 O 07/01/29
0
3029807 K14/C71 F 62,061.64 ZZ
180 61,246.36 1
92 BARNARD AVE 9.423 645.18 104
8.923 645.18 60,000.00
PAOLI IN 47454 5 08/23/99 00
1198522 05 10/01/99 0
4986571 O 09/01/14
0
3029808 K14/C71 F 39,070.75 ZZ
240 38,478.75 1
1
2616 DEWEY STREET 11.144 407.12 103
10.644 407.12 38,000.00
PHILADELPHIA PA 19148 5 11/19/98 00
1198563 05 01/01/99 0
4273672 O 12/01/18
0
3029809 K14/C71 F 43,909.27 ZZ
360 43,602.84 1
505 PHILLIPS ST 11.006 418.36 110
10.506 418.36 40,000.00
KALAMAZOO MI 49001 5 01/22/99 00
1198605 05 03/01/99 0
4405072 O 02/01/29
0
3029810 K14/C71 F 34,899.45 ZZ
60 28,934.21 1
1013 S 26TH STREET 10.236 745.57 106
9.736 745.57 33,000.00
SAGINAW MI 48601 5 01/25/99 00
1198647 05 03/01/99 0
4421272 O 02/01/04
0
3029811 K14/C71 F 36,030.20 ZZ
180 35,059.45 1
110 E YPSILANTI ST 12.042 433.40 103
11.542 433.40 35,000.00
PONTIAC MI 48342 5 05/05/99 00
1198688 05 06/10/99 0
4636872 N 05/10/14
0
3029812 K14/C71 F 80,205.66 ZZ
360 79,995.63 1
216 AUSTIN DRIVE 11.132 771.83 103
10.632 771.83 78,000.00
PORTLAND TN 37148 5 05/21/99 00
1198720 05 07/01/99 0
4707672 O 06/01/29
0
3029813 K14/C71 F 72,407.30 ZZ
360 72,108.07 1
145 PARKER AVENUE 11.464 715.06 104
10.964 715.06 70,000.00
WOODLYNNE NJ 08107 5 06/04/99 00
1198761 05 07/09/99 0
1
4712072 O 06/09/29
0
3029814 K14/C71 F 44,290.05 ZZ
180 43,649.38 1
9461 MILTON AMES DRIVE 11.578 519.59 103
11.078 519.59 43,000.00
EXMORE VA 23350 5 06/24/99 00
1198803 05 08/01/99 0
4801172 O 07/01/14
0
3029815 K14/C71 F 46,350.00 ZZ
180 45,553.94 1
2151 N MERIDIAN RD 10.951 525.39 103
10.451 525.39 45,000.00
APACHE JUNCTION AZ 85220 2 07/10/99 00
1198845 06 08/14/99 0
4845072 O 07/14/14
0
3029816 K14/C71 F 129,757.60 ZZ
180 128,541.55 1
3109 LANCELOT DR 11.908 1,549.64 103
11.408 1,549.64 126,000.00
MURFREESBORO TN 37127 5 07/27/99 00
1198886 05 09/02/99 0
4894472 O 08/02/14
0
3029817 K14/C71 F 98,969.07 ZZ
120 96,558.02 1
2307 ASPEN DR 10.747 1,349.16 104
10.247 1,349.16 96,000.00
WOODSTOCK IL 60098 5 08/26/99 00
1198928 07 10/01/99 0
4997972 O 09/01/09
0
3029818 K14/C71 F 100,665.60 ZZ
240 99,141.61 1
820 SOUTH AVENUE 9.938 967.31 103
9.438 967.31 98,000.00
HORSEHEADS NY 14845 5 09/02/99 00
1198969 05 10/08/99 0
5019672 O 09/08/19
0
1
3029819 K14/C71 F 94,987.38 ZZ
180 93,191.23 1
2255 THAMES COURT 11.140 1,087.99 104
10.640 1,087.99 92,000.00
MIDDLEBURG FL 32068 2 09/03/99 00
1199009 05 10/09/99 0
5030072 O 09/09/14
0
3029820 K14/C71 F 58,762.89 ZZ
240 57,739.99 1
5035 HIBBS DRIVE 12.494 667.38 104
11.994 667.38 57,000.00
COLUMBUS OH 43220 2 08/12/98 00
1199041 07 09/16/98 0
4092473 O 08/16/18
0
3029821 K14/C71 F 56,251.94 ZZ
120 53,178.05 1
256 HAROLD LANE 11.734 798.43 109
11.234 798.43 52,000.00
CAMPBELL OH 44405 5 12/08/98 00
1199082 05 01/11/99 0
4308573 O 12/11/08
0
3029822 K14/C71 F 87,539.27 ZZ
360 87,073.37 1
RT 2 BOX 271 9.452 733.01 103
8.952 733.01 85,000.00
FALMOUTH KY 41040 5 01/09/99 00
1199124 27 02/14/99 0
4364473 O 01/14/29
0
3029823 K14/C71 F 48,004.32 ZZ
360 47,790.81 1
304 JAQUA AVENUE 11.006 457.37 108
10.506 457.37 44,500.00
PORTLAND IN 47371 5 01/26/99 00
1199165 05 03/01/99 0
4422473 O 02/01/29
0
3029824 K14/C71 F 87,492.24 ZZ
174 85,892.07 1
14737 OLIVE RD 9.564 928.85 101
9.064 928.85 87,000.00
1
PLYMOUTH IN 46563 5 08/19/99 00
2404390 27 09/15/99 0
4424573 O 02/15/14
0
3029825 K14/C71 F 160,106.40 ZZ
240 159,085.56 1
501 N MELBORN ST 9.587 1,501.51 104
9.087 1,501.51 154,000.00
DEARBORN MI 48128 5 06/16/99 00
1199231 05 08/01/99 0
4777573 O 07/01/19
0
3029826 K14/C71 F 94,772.23 ZZ
360 94,750.04 1
3412 HUNTER RD 12.895 1,040.60 104
12.395 1,040.60 92,000.00
WEST LAFAYETTE IN 47906 5 06/17/99 00
1199280 05 08/01/99 0
4780973 O 07/01/29
0
3029827 K14/C71 F 54,314.99 ZZ
360 54,250.16 1
3304 HAZELWOOD ST 10.534 498.22 103
10.034 498.22 53,000.00
DETROIT MI 48206 2 06/21/99 00
1199322 05 08/10/99 0
4786173 O 07/10/29
0
3029828 K14/C71 F 79,308.71 ZZ
180 78,243.71 1
4626 N 78TH DR 11.823 942.83 103
11.323 942.83 77,000.00
PHOENIX AZ 85033 5 06/21/99 00
1199371 05 08/01/99 0
4787773 O 07/01/14
0
3029829 K14/C71 F 100,939.60 ZZ
180 98,979.06 1
6796 DRY BREAD ROAD 10.605 1,122.37 103
10.105 1,122.37 98,000.00
LAWRENCEVILLE VA 23868 5 06/29/99 00
1199413 27 08/06/99 0
4814673 O 07/06/14
0
1
3029830 K14/C71 F 50,215.35 ZZ
240 49,800.36 1
123 CHUKKER DR 11.281 527.95 103
10.781 527.95 49,000.00
PRYOR OK 74361 5 07/16/99 00
1199454 05 09/01/99 0
4868773 O 08/01/19
0
3029831 K14/C71 F 64,773.42 ZZ
120 62,350.80 1
135 JOHN DEERE ROAD 11.347 905.02 108
10.847 905.02 60,000.00
ADRIAN GA 31002 5 07/23/99 00
1199488 05 09/01/99 0
4879473 O 08/01/09
0
3029832 K14/C71 F 61,490.00 ZZ
196 61,213.21 2
3118-20 WALL BLVD 12.127 722.02 103
11.627 722.02 60,000.00
NEW ORLEANS LA 70114 5 08/26/99 00
1199520 05 10/01/99 0
4991273 O 01/01/16
0
3029833 K14/C71 F 129,713.40 ZZ
240 129,045.01 1
3920 CANTRELL DR 10.424 1,288.42 103
9.924 1,288.42 126,000.00
COLORADO SPRING CO 80911 2 08/26/99 00
1199561 05 10/01/99 0
4999673 O 09/01/19
0
3029834 K14/C71 F 51,492.54 ZZ
144 50,539.20 1
2421 WILLIAMS STREET 12.074 678.62 103
11.574 678.62 50,000.00
HIGH POINT NC 27262 5 09/09/99 00
1199603 05 10/15/99 0
5047773 O 09/15/11
0
3029835 K14/C71 F 27,264.85 ZZ
82 21,458.13 1
1
379 COHASSET DR 9.961 459.72 101
9.461 459.72 27,000.00
YOUNGSTOWN OH 44511 5 02/20/98 00
1199645 05 04/01/98 0
3210774 O 01/01/05
0
3029836 K14/C71 F 39,161.65 ZZ
180 37,196.27 1
3120 PLEASANT GROVE 10.604 435.42 106
10.104 435.42 37,000.00
LANSING MI 48911 1 05/27/98 00
1199694 05 07/01/98 0
3952274 O 06/01/13
0
3029837 K14/C71 F 71,286.36 ZZ
360 70,816.87 1
419 LEONARD LANE 11.957 730.90 110
11.457 730.90 65,000.00
CAMBRIDGE MD 21613 2 06/18/98 00
1199736 05 08/01/98 0
3995674 O 07/01/28
0
3029838 K14/C71 F 81,855.67 ZZ
180 79,186.14 1
1615 W MARTIN LUTHER KING HWY 11.426 952.38 103
10.926 952.38 79,600.00
MAYSVILLE KY 41056 1 10/27/98 00
1199777 05 12/01/98 0
4236874 O 11/01/13
0
3029840 K14/C71 F 37,378.64 ZZ
120 35,553.08 1
502 4TH ST SE 10.141 496.88 103
9.641 496.88 36,300.00
STAPLES MN 56479 5 03/15/99 00
1199819 05 05/01/99 0
4539974 O 04/01/09
0
3029841 K14/C71 F 120,967.50 ZZ
180 111,711.58 1
1070 NE 81 STREET 10.697 1,351.98 110
10.197 1,351.98 110,000.00
MIAMI FL 33138 5 03/25/99 00
1199850 05 05/01/99 0
1
4567374 O 04/01/14
0
3029842 K14/C71 F 69,300.86 ZZ
180 68,010.26 1
24654 MATTON GROVE CHURCH RD 9.645 729.73 107
9.145 729.73 65,000.00
GOLD HILL NC 28071 5 05/24/99 00
1199900 05 07/01/99 0
4712374 O 06/01/14
0
3029843 K14/C71 F 67,980.00 ZZ
216 67,261.36 1
2336 NW 16TH ST 11.500 746.62 103
11.000 746.62 66,000.00
OKLAHOMA CITY OK 73107 5 06/08/99 00
1199942 05 07/15/99 0
4724674 O 06/15/17
0
3029844 K14/C71 F 96,938.78 ZZ
240 95,886.30 1
2457 S 30TH ST 11.179 1,012.43 103
10.679 1,012.43 95,000.00
MILWAUKEE WI 53215 5 06/11/99 00
1199983 05 08/01/99 0
4770374 O 07/01/19
0
3029845 K14/C71 F 56,424.78 ZZ
180 55,363.09 1
1811 W WARNER AVE 12.022 677.99 103
11.522 677.99 55,000.00
GUTHRIE OK 73044 5 06/15/99 00
1200039 05 08/01/99 0
4776674 O 07/01/14
0
3029847 K14/C71 F 115,549.30 ZZ
120 109,836.18 1
1201 EAST SELDON LANE 9.635 1,503.73 101
9.135 1,503.73 115,000.00
PHOENIX AZ 85020 2 06/25/99 00
1200062 05 08/01/99 0
4807774 O 07/01/09
0
1
3029848 K14/C71 F 78,864.47 ZZ
300 78,489.56 1
313 N MENARD ST 9.846 708.10 109
9.346 708.10 72,500.00
METAMORA IL 61548 5 07/22/99 00
1200104 05 09/01/99 0
4870174 O 08/01/24
0
3029849 K14/C71 F 84,957.89 ZZ
240 83,885.26 1
200 ANDREA REVE PL 12.233 949.30 103
11.733 949.30 82,500.00
MOORE OK 73160 5 07/22/99 00
1200153 05 09/01/99 0
4879074 O 08/01/19
0
3029850 K14/C71 F 58,702.37 ZZ
216 57,848.64 1
5781 EAST HWY 27 10.028 587.99 103
9.528 587.99 57,000.00
IRON STATION NC 28080 2 07/27/99 00
1200195 05 09/01/99 0
4899474 O 08/01/17
0
3029851 K14/C71 F 110,210.00 ZZ
180 108,809.98 1
411 KAY DR 9.967 1,182.10 103
9.467 1,182.10 107,000.00
BATON ROUGE LA 70815 2 08/04/99 00
1200237 05 09/09/99 0
4922174 O 08/09/14
0
3029852 K14/C71 F 103,550.00 ZZ
180 102,863.29 1
5706 NORWALDO AVENUE 9.700 1,093.83 102
9.200 1,093.83 102,000.00
INDIANAPOLIS IN 46220 2 08/20/99 00
1200260 05 10/01/99 0
4968174 O 09/01/14
0
3029853 K14/C71 F 54,055.44 ZZ
120 51,414.18 1
33A HC 83 DANCY BRANCH RD 12.989 806.76 109
12.489 806.76 50,000.00
1
CANNON KY 40923 5 01/14/99 00
1200294 27 03/01/99 0
4374975 O 02/01/09
0
3029854 K14/C71 F 37,113.40 ZZ
360 37,094.81 1
5218 CEDRUS CIRCLE 13.051 412.03 104
12.551 412.03 36,000.00
LOUISVILLE KY 40213 2 01/15/99 00
1200328 05 03/01/99 0
4378075 O 02/01/29
0
3029855 K14/C71 F 68,825.90 ZZ
240 68,412.07 1
733 WILDERNESS DRIVE 11.191 719.38 108
10.691 719.38 64,000.00
EASTPOINT FL 32328 5 05/26/99 00
1200351 05 07/01/99 0
4718275 O 06/01/19
0
3029856 K14/C71 F 90,125.00 ZZ
180 87,809.48 1
8 COUNTY R0AD N3313 11.443 1,049.57 103
10.943 1,049.57 87,500.00
VERNON NONINCOR AZ 85940 5 06/02/99 00
1200385 27 07/07/99 0
4734475 O 06/07/14
0
3029857 K14/C71 F 156,053.90 ZZ
180 154,120.92 1
6900 LAWNTON ST 11.358 1,808.94 104
10.858 1,808.94 151,000.00
PHILADELPHIA PA 19128 2 06/15/99 00
1200419 05 08/01/99 0
4776275 O 07/01/14
0
3029858 K14/C71 F 87,862.58 ZZ
180 86,791.33 1
4215 ELM STREET 11.660 1,035.36 104
11.160 1,035.36 85,000.00
LADY LAKE FL 32159 2 06/17/99 00
1200450 05 08/01/99 0
4778375 O 07/01/14
0
1
3029859 K14/C71 F 79,308.67 ZZ
360 79,270.59 1
4000 BUTTE CIR 12.807 865.36 103
12.307 865.36 77,000.00
LAS VEGAS NV 89110 5 06/18/99 00
1200484 05 08/01/99 0
4785975 O 07/01/29
0
3029860 K14/C71 F 79,469.49 ZZ
180 78,764.93 1
612 WEST SECOND STREET 11.387 922.65 104
10.887 922.65 77,000.00
WELLSTON OH 45692 5 07/15/99 00
1200518 27 09/01/99 0
4860675 O 08/01/14
0
3029861 K14/C71 F 77,669.90 ZZ
240 77,272.02 1
1820 MAIN AVENUE 10.344 767.32 101
9.844 767.32 77,000.00
INTERNATIONAL F MN 56649 5 07/23/99 00
1200542 05 09/01/99 0
4872975 O 08/01/19
0
3029862 K14/C71 F 64,890.00 ZZ
240 64,607.60 1
620 S KERN AVE 11.036 671.38 103
10.536 671.38 63,000.00
OKMULGEE OK 74447 2 08/16/99 00
1200575 05 10/01/99 0
4958675 O 09/01/19
0
3029863 K14/C71 F 60,528.40 ZZ
360 60,505.27 1
323 S 7TH ST 13.813 708.23 103
13.313 708.23 59,000.00
MEDFORD OK 73759 5 09/13/99 00
1200609 05 11/01/99 0
5052475 O 10/01/29
0
3029865 K14/C71 F 50,774.95 ZZ
180 48,505.17 1
1
2139 BOWEN BLVD 10.893 573.70 106
10.393 573.70 48,000.00
WINSTON SALEM NC 27105 5 06/24/98 00
1200633 05 08/01/98 0
4010876 O 07/01/13
0
3029866 K14/C71 F 146,977.60 ZZ
360 146,112.29 1
3905 W WOODWARD DR 10.737 1,370.57 107
10.237 1,370.57 138,000.00
FRANKLIN WI 53132 5 09/14/98 00
1200666 05 11/01/98 0
4146476 O 10/01/28
0
3029867 K14/C71 F 33,179.93 ZZ
180 32,177.88 2
33 HAWTHORNE ST 10.745 371.83 104
10.245 371.83 32,000.00
STRUTHERS OH 44471 2 02/17/99 00
1200690 05 04/01/99 0
4470176 N 03/01/14
0
3029868 K14/C71 F 96,817.06 ZZ
240 95,969.74 1
5659 LATHERS STREET 12.318 1,087.58 109
11.818 1,087.58 89,000.00
GARDEN CITY MI 48135 5 02/22/99 00
1200724 05 04/01/99 0
4486676 O 03/01/19
0
3029869 K14/C71 F 62,830.00 ZZ
240 62,130.19 1
501 SOUTH FAIRFAX 9.563 588.25 103
9.063 588.25 61,000.00
SKIATOOK OK 74070 5 04/26/99 00
1200757 05 06/01/99 0
4621476 O 05/01/19
0
3029870 K14/C71 F 37,756.20 ZZ
240 37,487.73 1
1405 MABLE STREET 10.819 385.08 104
10.319 385.08 36,500.00
TRENTON MO 64683 5 05/26/99 00
1200781 05 07/01/99 0
1
4716876 O 06/01/19
0
3029871 K14/C71 F 69,940.00 ZZ
360 69,421.55 1
1080 POPLAR STREET NE 9.530 589.62 103
9.030 589.62 68,000.00
CLEVELAND TN 37311 5 05/26/99 00
1200815 05 07/01/99 0
4723376 O 06/01/29
0
3029872 K14/C71 F 38,244.51 ZZ
84 35,178.38 1
12217 EMERY AVE 10.061 636.11 104
9.561 636.11 37,000.00
CLEVELAND OH 44135 5 06/11/99 00
1200849 05 07/16/99 0
4769376 O 06/16/06
0
3029873 K14/C71 F 64,711.26 ZZ
120 61,963.86 1
409 BLUEFIELD ROAD 9.756 846.44 101
9.256 846.44 64,500.00
STARR SC 29684 5 07/20/99 00
1200880 27 09/01/99 0
4869176 O 08/01/09
0
3029874 K14/C71 F 59,753.25 ZZ
180 59,393.36 1
141 JESSIE YOUNG RD 12.075 720.03 104
11.575 720.03 58,000.00
WARTBURG TN 37887 2 07/20/99 00
1200914 05 09/01/99 0
4875176 O 08/01/14
0
3029875 K14/C71 F 30,204.96 ZZ
144 29,754.52 1
1006 SOUTH ITHAN STREET 9.894 359.13 101
9.394 359.13 30,000.00
PHILADELPHIA PA 19143 5 07/27/99 00
1200948 07 09/01/99 0
4893476 O 08/01/11
0
1
3029876 K14/C71 F 238,960.00 ZZ
360 238,731.01 1
759 EAST RICHMOND DRIVE 9.643 2,034.28 103
9.143 2,034.28 232,000.00
PARK CITY UT 84098 5 07/27/99 00
1200971 05 09/01/99 0
4901576 O 08/01/29
0
3029877 K14/C71 F 239,737.80 ZZ
360 239,621.73 2
71 34 68TH PL 9.575 2,028.98 101
9.075 2,028.98 237,500.00
GLENDALE NY 11385 2 08/25/99 00
1201003 05 10/01/99 0
4988876 O 09/01/29
0
3029878 K14/C71 F 103,092.80 ZZ
240 102,456.62 1
2629 PHEASANT RUN 12.004 1,135.43 104
11.504 1,135.43 100,000.00
DECATUR IL 62521 5 09/07/99 00
1201037 05 10/14/99 0
5029376 O 09/14/19
0
3029879 K14/C71 F 65,920.00 ZZ
180 63,520.99 1
131 OAK DRIVE 12.426 809.31 103
11.926 809.31 64,000.00
STAFFORD VA 22554 2 08/14/98 00
1201060 03 10/01/98 0
4097777 O 09/01/13
0
3029880 K14/C71 F 97,938.14 ZZ
354 97,698.91 1
RTE 1 BOX 91 11.050 938.42 104
10.550 938.42 95,000.00
MITCHELL IN 47446 1 05/20/99 00
1201094 05 06/01/99 0
4232577 O 11/01/28
0
3029881 K14/C71 F 46,348.75 ZZ
108 42,311.33 1
4128 LINCOLN ST 11.199 683.00 103
10.699 683.00 45,000.00
1
GARY IN 46408 5 10/27/98 00
1201128 05 12/01/98 0
4238877 O 11/01/07
0
3029882 K14/C71 F 172,605.60 ZZ
360 171,852.71 1
1625 WEST HOUSTON AVE 11.112 1,658.39 103
10.612 1,658.39 168,000.00
FULLERTON CA 92833 5 05/24/99 00
1201169 05 07/01/99 0
4712277 O 06/01/29
0
3029883 K14/C71 F 90,582.89 ZZ
180 89,214.88 1
CONNER CREEK DRIVE 10.153 981.90 101
9.653 981.90 90,000.00
JUNCTION CITY CA 96048 5 06/22/99 00
1201193 05 08/01/99 0
4789377 O 07/01/14
0
3029884 K14/C71 F 97,087.37 ZZ
360 96,903.39 2
970 972 MOON ROAD 11.478 959.82 109
10.978 959.82 89,400.00
COLUMBUS OH 43224 1 06/29/99 00
1201227 05 08/01/99 0
4807677 O 07/01/29
0
3029885 K14/C71 F 179,220.00 ZZ
240 178,751.92 1
4 LYFORD LANE 12.018 1,975.62 103
11.518 1,975.62 174,000.00
POUGHKEEPSIE NY 12601 5 06/25/99 00
1201250 05 08/01/99 0
4808177 O 07/01/19
0
3029886 K14/C71 F 83,682.85 ZZ
180 83,120.17 1
7480 W CR 800 N 12.042 1,006.60 103
11.542 1,006.60 82,000.00
ELIZABETHTOWN IN 47232 5 08/23/99 00
1201292 27 10/01/99 0
4985877 O 09/01/14
0
1
3029887 K14/C71 F 55,640.00 ZZ
144 54,422.87 1
414 ANTHONY ST 11.030 698.47 104
10.530 698.47 54,000.00
OGDENSBURG NY 13669 5 08/26/99 00
1201326 05 10/01/99 0
4997077 O 09/01/11
0
3029888 K14/C71 F 120,418.90 ZZ
180 119,570.35 1
6082 HARDIN DR 11.629 1,416.61 104
11.129 1,416.61 116,000.00
BROOK PARK OH 44142 5 08/26/99 00
1201359 05 10/01/99 0
4999177 O 09/01/14
0
3029889 K14/C71 F 215,980.00 ZZ
144 212,168.59 1
1894 BYRD DRIVE 9.874 2,565.43 102
9.374 2,565.43 213,000.00
EAST MEADOW NY 11554 5 09/03/99 00
1201383 05 10/15/99 0
5031877 O 09/15/11
0
3029890 K14/C71 F 46,564.98 ZZ
180 44,502.75 1
2213 HOOVER AVE 11.563 545.83 109
11.063 545.83 43,000.00
DAYTON OH 45407 5 05/22/98 00
1201425 05 07/01/98 0
3952878 O 06/01/13
0
3029891 K14/C71 F 37,571.45 ZZ
120 33,720.00 1
1118 WEST HAZEL STREET 11.106 519.80 108
10.606 519.80 35,000.00
MITCHELL IN 47446 5 08/26/98 00
1201458 05 10/01/98 0
4123778 O 09/01/08
0
3029892 K14/C71 F 82,400.00 ZZ
240 81,013.03 1
1
2518 BEAVER FALLS ROAD 11.527 880.27 103
11.027 880.27 80,000.00
MIDLOTHIAN VA 23112 5 10/20/98 00
1201482 05 12/01/98 0
4221478 O 11/01/18
0
3029893 K14/C71 F 34,951.45 ZZ
84 30,545.06 1
266 SCHAUM AVE 10.494 589.20 103
9.994 589.20 34,000.00
ZANESVILLE OH 43701 2 10/23/98 00
1201516 05 12/01/98 0
4228278 O 11/01/05
0
3029894 K14/C71 F 79,178.24 ZZ
360 78,826.36 1
5681 AUSTIN ROAD 9.690 676.78 101
9.190 676.78 78,700.00
UTICA NY 13502 2 12/10/98 00
1201540 05 01/14/99 0
4314778 O 12/14/28
0
3029895 K14/C71 F 20,597.32 ZZ
180 20,248.53 1
1928 COUNTY RD 707 11.444 239.88 103
10.944 239.88 20,000.00
BERNIE MO 63822 2 02/12/99 00
1201573 05 04/01/99 0
4466578 O 03/01/14
0
3029896 K14/C71 F 33,200.91 ZZ
180 32,593.57 1
507 PATTON STREET 10.605 369.17 104
10.105 369.17 32,000.00
NELSONVILLE OH 45764 2 04/24/99 00
1201607 05 06/01/99 0
4643178 O 05/01/14
0
3029897 K14/C71 F 88,580.00 ZZ
180 86,891.93 1
RT 3 BOX 62F 9.474 923.59 103
8.974 923.59 86,000.00
MARTINSBURG WV 25401 2 06/08/99 00
1201631 05 07/12/99 0
1
4751078 O 06/12/14
0
3029898 K14/C71 F 77,559.00 ZZ
360 77,436.36 1
8 HARREL ROAD 12.088 803.04 103
11.588 803.04 75,300.00
FREDERICKSBURG VA 22405 1 06/15/99 00
1201664 05 08/01/99 0
4773578 O 07/01/29
0
3029900 K14/C71 F 242,718.50 ZZ
240 242,031.68 1
19340 GLORIA DR 9.389 2,244.89 107
8.889 2,244.89 228,000.00
MACOMB TWP MI 48044 5 06/25/99 00
2404499 05 08/01/99 0
4797078 O 07/01/19
0
3029901 K14/C71 F 142,655.00 ZZ
300 142,516.69 1
2143 LEE ROAD 13.041 1,613.32 103
12.541 1,613.32 138,500.00
SPRING HILL TN 37174 5 06/24/99 00
1201763 05 08/01/99 0
4802578 O 07/01/24
0
3029902 K14/C71 F 79,299.69 ZZ
120 77,475.44 1
839 FLORENCE STREET 11.757 1,126.61 103
11.257 1,126.61 77,000.00
BELPRE OH 45714 2 07/16/99 00
1201797 05 09/01/99 0
4863178 O 08/01/09
0
3029903 K14/C71 F 79,591.84 ZZ
360 79,437.37 1
513 ALLEN STREET 11.230 771.84 103
10.730 771.84 78,000.00
ATHENS WI 54411 2 07/17/99 00
1201821 05 09/01/99 0
4867378 O 08/01/29
0
1
3029904 K14/C71 F 145,723.30 ZZ
180 144,332.58 1
304 WHISPERING CREEK ROAD 11.474 1,699.92 104
10.974 1,699.92 141,000.00
KING NC 27021 5 07/19/99 00
1201862 05 09/01/99 0
4870778 O 08/01/14
0
3029905 K14/C71 F 54,476.81 ZZ
180 53,892.06 1
2404 CLAY STREET 12.042 655.29 103
11.542 655.29 53,000.00
LAKE STATION IN 46405 5 07/26/99 00
1201896 05 09/01/99 0
4892178 O 08/01/14
0
3029906 K14/C71 F 100,940.00 ZZ
180 99,972.34 1
550 CROSS STREET APT1B 10.951 1,144.18 103
10.451 1,144.18 98,000.00
HARRISON NJ 07029 5 08/14/99 00
1201938 06 10/01/99 0
4958578 O 09/01/14
0
3029907 K14/C71 F 155,207.00 ZZ
360 154,911.13 1
137 RAVENWOOD BLVD 11.985 1,594.69 104
11.485 1,594.69 150,000.00
BARNEGAT NJ 08005 2 09/09/99 00
1201961 05 10/14/99 0
5043778 O 09/14/29
0
3029908 K14/C71 F 98,690.13 ZZ
360 98,061.63 1
2616 WOOD ST 12.496 1,052.97 108
11.996 1,052.97 92,000.00
SARASOTA FL 34237 5 11/12/98 00
1201995 05 01/01/99 0
4261879 O 12/01/28
0
3029909 K14/C71 F 151,581.70 ZZ
360 149,114.93 1
8436 OAK BUSH TERRACE 12.482 1,615.65 108
11.982 1,615.65 141,000.00
1
COLUMBIA MD 21045 2 02/24/99 00
1202027 07 04/01/99 0
4500679 O 03/01/29
0
3029910 K14/C71 F 90,640.00 ZZ
240 89,437.01 1
9301 SOUTH HW 66 UNIT A 9.563 848.62 103
9.063 848.62 88,000.00
CHELSEA OK 74016 5 03/23/99 00
1202050 05 05/01/99 0
4564979 O 04/01/19
0
3029911 K14/C71 F 25,681.10 ZZ
84 23,851.80 1
202 S CLARK STREET 10.943 438.95 103
10.443 438.95 25,000.00
OLEAN NY 14760 5 04/24/99 00
1202076 05 06/01/99 0
4638379 O 05/01/06
0
3029912 K14/C71 F 77,319.59 ZZ
96 74,180.67 1
449 WEST 103RD PLACE 10.602 1,198.03 104
10.102 1,198.03 75,000.00
CHICAGO IL 60628 5 06/25/99 00
1202118 05 08/01/99 0
4808479 O 07/01/07
0
3029913 K14/C71 F 75,284.38 ZZ
240 75,080.98 1
2045 YALE AVENUE 9.431 698.36 108
8.931 698.36 70,000.00
DUNEDIN FL 34698 5 07/24/99 00
1202142 05 09/01/99 0
4886879 O 08/01/19
0
3029914 K14/C71 F 100,926.90 ZZ
180 99,862.79 1
3685 BALFOUR ROAD 10.953 1,144.15 103
10.453 1,144.15 98,000.00
DETROIT MI 48224 5 08/10/99 00
1202175 05 09/16/99 0
4942779 O 08/16/14
0
1
3029915 K14/C71 F 156,418.50 ZZ
360 154,993.88 1
3130 CROWS NEST LANE 10.534 1,434.80 103
10.034 1,434.80 152,000.00
HAMILTON MI 49419 2 09/03/99 00
1202191 05 10/09/99 0
5025079 O 09/09/29
0
3029917 K14/C71 F 63,917.53 ZZ
180 60,709.42 1
13305 NORTH FOX ROAD 11.426 743.67 104
10.926 743.67 62,000.00
MARSHALL IL 62441 2 08/07/98 00
1202241 05 09/12/98 0
4079280 O 08/12/13
0
3029918 K14/C71 F 41,789.47 ZZ
180 40,287.60 1
12 HUBERT ST 11.046 476.19 104
10.546 476.19 40,500.00
DUBOIS PA 15801 5 08/21/98 00
1202266 05 10/01/98 0
4108280 O 09/01/13
0
3029919 K14/C71 F 57,718.38 ZZ
180 55,736.57 1
115 SHELBY DR 11.430 671.69 104
10.930 671.69 56,000.00
SELMER TN 38375 2 10/26/98 00
1202290 05 12/01/98 0
4230280 O 11/01/13
0
3029920 K14/C71 F 71,481.66 ZZ
360 71,292.49 1
5152 WARNER LAKE ROAD 12.947 787.77 103
12.447 787.77 70,000.00
WEBSTER WI 54893 5 04/13/99 00
1202324 05 06/01/99 0
4619080 O 05/01/29
0
3029921 K14/C71 F 74,158.58 ZZ
360 73,759.35 1
1
333 CHESTNUT DRIVE 9.587 628.28 103
9.087 628.28 72,000.00
EATON OH 45320 2 06/25/99 00
1202357 05 08/01/99 0
4804880 O 07/01/29
0
3029922 K14/C71 F 87,755.10 ZZ
240 87,130.41 3
914-916 SOUTH 23RD STREET 11.179 916.51 103
10.679 916.51 86,000.00
MILWAUKEE WI 53204 5 07/19/99 00
1202381 05 09/01/99 0
4868080 O 08/01/19
0
3029923 K14/C71 F 109,117.40 ZZ
240 107,466.60 1
318 S PLEASANT AVENUE 9.419 1,011.35 104
8.919 1,011.35 105,500.00
DALLASTOWN PA 17313 5 08/11/99 00
1202415 05 09/16/99 0
4945980 O 08/16/19
0
3029924 K14/C71 F 113,402.10 ZZ
240 113,153.67 1
7258 S MAPLEWOOD AVE 14.453 1,447.64 104
13.953 1,447.64 110,000.00
CHICAGO IL 60629 2 08/23/99 00
1202449 05 10/01/99 0
4986180 O 09/01/19
0
3029925 K14/C71 F 108,486.70 ZZ
120 106,448.33 1
8426 BLAZING STAR RD 12.169 1,567.09 109
11.669 1,567.09 100,000.00
JACKSONVILLE FL 32210 2 09/03/99 00
1202472 05 10/09/99 0
5032180 O 09/09/09
0
3029926 K14/C71 F 50,468.55 ZZ
240 49,777.79 1
2121 EAST 22ND 12.723 581.35 103
12.223 581.35 49,000.00
OKLAHOMA CITY OK 73111 5 09/08/98 00
1202506 05 10/12/98 0
1
4111281 O 09/12/18
0
3029927 K14/C71 F 74,158.00 ZZ
180 71,774.11 1
436 OAK ST 11.443 863.62 103
10.943 863.62 72,000.00
LUDLOW KY 41016 5 11/19/98 00
1202548 05 01/01/99 0
4275381 O 12/01/13
0
3029930 K14/C71 F 31,327.90 ZZ
180 30,082.73 1
1404 E MAPLE ST 12.022 376.43 103
11.522 376.43 30,500.00
ENID OK 73701 5 03/15/99 00
1202639 05 05/01/99 0
4534581 O 04/01/14
0
3029931 K14/C71 F 61,791.97 ZZ
96 57,911.16 1
15 WARNER AVE 11.124 974.79 103
10.624 974.79 60,000.00
YPSILANTI MI 48197 5 04/12/99 00
1202662 05 06/01/99 0
4616081 O 05/01/07
0
3029932 K14/C71 F 82,390.00 ZZ
180 81,346.78 1
407 FORTUNES COVE LANE 11.233 948.53 103
10.733 948.53 80,000.00
LOVINGSTON VA 22949 5 05/26/99 00
1202704 27 07/01/99 0
4720881 O 06/01/14
0
3029934 K14/C71 F 82,632.15 ZZ
240 82,365.61 1
6000 N 44 HW 10.344 816.34 104
9.844 816.34 80,000.00
JERSEY SHORE PA 17740 5 08/02/99 00
1202738 05 09/06/99 0
4913981 O 08/06/19
0
1
3029935 K14/C71 F 139,050.00 ZZ
240 138,624.08 1
420 OLD HAMMOND HIGHWAY 12.000 1,531.06 103
UNIT 216 11.500 1,531.06 135,000.00
METAIRIE LA 70005 5 08/26/99 00
1202761 06 10/01/99 0
4987381 O 09/01/19
0
3029936 K14/C71 F 146,248.60 ZZ
360 145,975.97 1
122 HIGHWOOD DRIVE 9.682 1,249.20 103
9.182 1,249.20 142,000.00
NEW WINDSOR NY 10954 5 09/03/99 00
1202795 07 10/09/99 0
5029481 O 09/09/29
0
3029937 K14/C71 F 50,664.65 ZZ
180 46,968.93 1
155 S MANNING ST 10.605 563.35 109
10.105 563.35 46,500.00
HILLSDALE MI 49242 5 04/14/98 00
1202811 05 06/01/98 0
3875482 O 05/01/13
0
3029938 K14/C71 F 77,249.48 ZZ
180 75,204.84 1
2702 COLORADO AVENUE 12.409 947.55 103
11.909 947.55 75,000.00
ROCKFORD IL 61109 5 08/14/98 00
1202845 05 10/01/98 0
4097882 O 09/01/13
0
3029939 K14/C71 F 100,940.00 ZZ
353 100,779.43 1
259 CALLA LOOP NW 9.500 852.21 103
9.000 852.21 98,000.00
ROYAL CITY WA 99357 5 06/04/99 00
1202886 05 06/15/99 0
4172582 O 10/01/28
0
3029941 K14/C71 F 122,222.20 ZZ
180 118,864.84 1
180 WEST COLUMBUS ST 10.808 1,374.47 102
10.308 1,374.47 121,000.00
1
MT STERLING OH 43143 5 12/23/98 00
1190297 05 02/01/99 0
4338782 O 01/01/14
0
3029942 K14/C71 F 40,237.32 ZZ
180 39,453.58 1
309 WEST MENTOR STREET 12.998 509.05 104
12.498 509.05 39,000.00
PHILADELPHIA PA 19120 2 01/13/99 00
1190305 07 03/01/99 0
4370082 O 02/01/14
0
3029943 K14/C71 F 89,175.26 ZZ
290 88,935.11 1
5084 MEADOWLARK DR 11.554 915.47 104
11.054 915.47 86,500.00
OWENSBORO KY 42301 5 05/14/99 00
1190313 05 07/01/99 0
4690982 O 08/01/23
0
3029944 K14/C71 F 102,995.20 ZZ
360 102,567.26 1
616 REESE DRIVE 9.748 884.74 103
9.248 884.74 100,000.00
SANDSTON VA 23150 5 07/13/99 00
1190321 05 09/01/99 0
4850882 O 08/01/29
0
3029945 K14/C71 F 141,790.70 ZZ
360 141,734.23 1
807 JACKOSN LANE 10.490 1,295.96 106
9.990 1,295.96 134,000.00
MIDDLETOWN OH 45044 5 07/15/99 00
1190339 05 09/01/99 0
4864182 O 08/01/29
0
3029946 K14/C71 F 211,090.00 ZZ
180 208,079.83 1
81 12 164 PL 11.667 2,488.39 103
11.167 2,488.39 205,000.00
FLUSHING NY 11432 2 07/20/99 00
1190347 05 09/01/99 0
4871782 O 08/01/14
0
1
3029947 K14/C71 F 86,597.94 ZZ
180 85,757.84 1
201 CARSON DRIVE 10.935 980.74 104
10.435 980.74 84,000.00
BELLEVILLE IL 62223 5 08/24/99 00
1190354 05 10/01/99 0
4986482 O 09/01/14
0
3029948 K14/C71 F 32,362.46 ZZ
120 29,373.64 1
1125 CHARTIERS AVENUE 11.587 456.61 108
11.087 456.61 30,000.00
PITTSBURGH PA 15220 5 07/28/98 00
1190362 05 09/03/98 0
4071883 O 08/03/08
0
3029949 K14/C71 F 73,940.29 ZZ
180 71,729.86 1
92 ROBBINS ST 12.233 898.52 110
11.733 898.52 67,500.00
CONCORD NC 28025 5 08/25/98 00
1190370 05 10/01/98 0
4114183 O 09/01/13
0
3029950 K14/C71 F 101,030.90 ZZ
180 96,811.20 1
14065 WILD DEER COURT 9.459 1,052.49 104
8.959 1,052.49 98,000.00
SOUTH BELOIT IL 61080 5 09/12/98 00
1190388 05 11/01/98 0
4146883 O 10/01/13
0
3029951 K14/C71 F 82,477.99 ZZ
177 80,734.42 1
1628 S 46TH DR 11.500 972.69 104
11.000 972.69 80,000.00
YUMA AZ 85364 2 04/30/99 00
1190396 05 05/05/99 0
4350383 O 01/05/14
0
3029952 K14/C71 F 64,795.92 ZZ
360 64,531.45 1
1
931 N RANDOLPH 11.722 652.67 103
11.222 652.67 63,500.00
ELKINS WV 26241 5 01/19/99 00
1190404 05 03/01/99 0
4378083 O 02/01/29
0
3029953 K14/C71 F 47,381.84 ZZ
120 45,369.96 1
7610 NW SOUTH RIVER DR 10.303 634.13 106
9.803 634.13 45,000.00
MEDLEY FL 33166 5 06/08/99 00
1190438 27 07/15/99 0
4743083 O 06/15/09
0
3029954 K14/C71 F 104,638.60 ZZ
360 104,611.34 1
1540 BIFFLE PLACE 12.420 1,110.27 103
11.920 1,110.27 102,000.00
STONE MOUNTAIN GA 30088 2 06/17/99 00
1190446 05 08/01/99 0
4782283 O 07/01/29
0
3029955 K14/C71 F 106,652.60 ZZ
240 105,962.74 1
812 PORTLAND AVENUE 9.694 1,007.69 101
9.194 1,007.69 106,000.00
ST PAUL PARK MN 55071 5 07/02/99 00
1190461 05 08/07/99 0
4824083 O 07/07/19
0
3029956 K14/C71 F 115,670.10 ZZ
360 114,936.79 1
6720 ISLANDER LANE 9.297 955.53 106
8.797 955.53 110,000.00
TAMPA FL 33615 5 07/06/99 00
1190479 05 08/09/99 0
4827783 O 07/09/29
0
3029957 K14/C71 F 95,109.56 ZZ
180 93,773.25 1
19 SUMMIT DRIVE SE 12.900 1,197.11 110
12.400 1,197.11 87,000.00
LINDALE GA 30147 5 07/08/99 00
1190495 05 08/13/99 0
1
4833783 O 07/13/14
0
3029958 K14/C71 F 27,205.92 ZZ
120 26,514.54 1
1005 S 32ND ST 11.587 383.86 103
11.087 383.86 26,500.00
LOUISVILLE KY 40211 2 07/24/99 00
1190503 05 09/01/99 0
4885783 O 08/01/09
0
3029959 K14/C71 F 118,210.50 ZZ
180 116,900.61 1
107 RIDGEFIELD CIRCLE 11.533 1,383.40 103
11.033 1,383.40 115,000.00
LAGRANGE GA 30240 2 07/24/99 00
1190529 05 09/01/99 0
4886283 O 08/01/14
0
3029960 K14/C71 F 64,948.45 ZZ
144 63,743.95 1
1123 7TH ST NW 11.826 846.22 104
11.326 846.22 63,000.00
CANTON OH 44703 5 07/30/99 00
1190537 05 09/03/99 0
4911083 O 08/03/11
0
3029962 K14/C71 F 83,778.01 ZZ
180 82,977.70 1
331 PASADENA AVENUE 11.280 967.00 104
10.780 967.00 81,000.00
ELYRIA OH 44035 5 08/31/99 00
1190545 05 10/07/99 0
5014883 O 09/07/14
0
3029963 K14/C71 F 175,480.00 ZZ
180 173,753.82 1
4146 AMBOY ROAD 10.270 1,914.81 104
9.770 1,914.81 170,000.00
STATEN ISLAND NY 10308 5 09/09/99 00
1190552 07 10/14/99 0
5040183 O 09/14/14
0
1
3029964 K14/C71 F 66,990.29 ZZ
144 65,640.33 1
104 WEST 2ND STREET 10.377 815.24 104
9.877 815.24 65,000.00
BURLINGTON JNCT MO 64428 5 05/18/99 00
1190560 27 07/01/99 0
4695984 O 06/01/11
0
3029965 K14/C71 F 62,886.60 ZZ
360 62,746.50 1
129 WEST WASHINGTON ST 10.121 557.51 104
9.621 557.51 61,000.00
OAKLAND IL 61943 2 06/17/99 00
1190578 05 08/01/99 0
4779584 O 07/01/29
0
3029966 K14/C71 F 148,814.60 ZZ
180 146,778.91 1
15431 LAS VECINAS DRIVE 9.417 1,546.51 104
8.917 1,546.51 144,000.00
LA PUENTE CA 91744 2 06/19/99 00
1190586 05 08/01/99 0
4782984 O 07/01/14
0
3029967 K14/C71 F 69,563.78 ZZ
240 68,523.78 1
905 DELANO COURT 11.892 760.73 103
11.392 760.73 68,000.00
KISSIMMEE FL 34758 5 06/22/99 00
1190594 03 08/01/99 0
4789784 O 07/01/19
0
3029968 K14/C71 F 220,334.40 ZZ
240 219,874.05 1
600 HENDREN ST 11.792 2,394.20 104
11.292 2,394.20 213,000.00
PHILA PA 19128 2 07/15/99 00
1190602 05 09/01/99 0
4864484 O 08/01/19
0
3029969 K14/C71 F 110,717.60 ZZ
240 110,129.29 1
8927 BRANDYWYNE DRIVE 10.998 1,142.66 103
10.498 1,142.66 107,500.00
1
LOUISVILLE KY 40291 2 07/27/99 00
1190610 05 09/01/99 0
4895584 O 08/01/19
0
3029970 K14/C71 F 186,154.40 ZZ
360 185,914.57 1
4060 POND CIRCLE 11.490 1,842.05 104
10.990 1,842.05 180,000.00
BETHLEHEM PA 18020 2 08/17/99 00
1190628 05 10/01/99 0
4965884 O 09/01/29
0
3029971 K14/C71 F 192,932.30 ZZ
360 192,800.99 1
1852 SANFORD STREET 13.083 2,146.74 108
12.583 2,146.74 180,000.00
OXNARD CA 93033 5 08/19/99 00
1190636 05 10/01/99 0
4970284 O 09/01/29
0
3029972 K14/C71 F 73,354.91 ZZ
180 72,449.71 1
2712 E ANN ST 10.124 793.85 104
9.624 793.85 71,000.00
PHILADELPHIA PA 19134 5 08/20/99 00
1190644 07 10/01/99 0
4978684 O 09/01/14
0
3029973 K14/C71 F 46,283.36 ZZ
84 39,889.66 1
8018 DENNIS ST 9.715 761.56 106
9.215 761.56 44,000.00
SNEADS FL 32460 5 10/16/98 00
1190651 05 12/01/98 0
4213785 O 11/01/05
0
3029974 K14/C71 F 76,271.33 ZZ
292 75,924.98 1
4910 19TH AVE 11.182 761.98 102
10.682 761.98 75,000.00
KENOSHA WI 53140 5 09/10/99 00
1190669 05 09/01/99 0
4267885 O 12/01/23
0
1
3029975 K14/C71 F 74,505.52 ZZ
180 72,615.01 1
1320 PENTRIDGE ROAD 12.908 938.17 104
12.408 938.17 72,300.00
BALTIMORE MD 21239 5 12/15/98 00
1190677 07 02/01/99 0
4322185 O 01/01/14
0
3029976 K14/C71 F 54,273.56 ZZ
180 52,892.11 1
1171 NEWBERN ROELLEN RD. 12.075 654.00 101
11.575 654.00 54,200.00
DYERSBURG TN 38025 5 12/23/98 00
1190685 27 02/01/99 0
4342585 O 01/01/14
0
3029977 K14/C71 F 119,419.50 ZZ
240 118,046.95 1
401 NE 113 TH TERRACE 11.700 1,290.02 103
11.200 1,290.02 116,000.00
KANSAS CITY MO 64155 2 03/05/99 00
1190693 05 04/10/99 0
4530985 O 03/10/19
0
3029978 K14/C71 F 65,979.38 ZZ
360 65,927.79 1
221 NORTH MADISON STREET 13.052 732.55 104
12.552 732.55 64,000.00
LINCOLN IL 62656 5 04/19/99 00
1190701 05 06/01/99 0
4625285 O 05/01/29
0
3029979 K14/C71 F 128,335.50 ZZ
180 126,354.33 1
130 SPRAGUE ROAD 11.363 1,488.04 101
10.863 1,488.04 128,000.00
BEREA OH 44017 5 06/10/99 00
1190719 05 07/15/99 0
4763785 O 06/15/14
0
3029980 K14/C71 F 69,072.16 ZZ
360 69,028.65 1
1
18597 SEBRING ROAD 11.587 688.60 104
11.087 688.60 67,000.00
FT MEYERS FL 33912 1 07/26/99 00
1190727 05 09/01/99 0
4887085 N 08/01/29
0
3029981 K14/C71 F 115,352.00 ZZ
180 113,934.38 1
275 SPOOK HOLE RD 10.605 1,282.62 103
10.105 1,282.62 112,000.00
ELLENVILLE NY 12428 2 07/27/99 00
1190735 05 09/01/99 0
4897285 O 08/01/14
0
3029982 K14/C71 F 58,814.46 ZZ
360 58,700.77 1
117 W JAMIESON ST 11.478 581.45 102
10.978 581.45 58,000.00
FLINT MI 48505 2 08/20/99 00
1190743 05 10/01/99 0
4968085 O 09/01/29
0
3029983 K14/C71 F 104,812.50 ZZ
264 104,322.69 1
605 16TH STREET 12.319 1,153.81 103
11.819 1,153.81 102,000.00
GROTTOES VA 24441 5 09/02/99 00
1190750 05 10/15/99 0
5020085 O 09/15/21
0
3029985 K14/C71 F 90,721.65 ZZ
180 86,651.73 1
8 ALLISON DR 9.459 945.09 104
8.959 945.09 88,000.00
PAXTON IL 60957 5 08/25/98 00
1190776 05 10/01/98 0
4115686 O 09/01/13
0
3029986 K14/C71 F 50,515.46 ZZ
240 50,018.93 1
107 BREEZEMONT BOX63 12.494 573.71 104
11.994 573.71 49,000.00
MACARTHUR WV 25873 5 03/03/99 00
1190784 05 04/07/99 0
1
4515986 O 03/07/19
0
3029988 K14/C71 F 69,687.16 ZZ
180 69,249.27 2
424 N JEFFERSON AVE 12.042 838.25 103
11.542 838.25 68,000.00
WELLINGTON KS 67152 5 07/23/99 00
1190792 05 09/01/99 0
4877586 O 08/01/14
0
3029989 K14/C71 F 62,351.67 ZZ
120 60,028.30 1
8389 NORTH OCEANA DR 9.660 812.29 103
9.160 812.29 61,000.00
PENTWATER MI 49449 5 07/27/99 00
1190800 27 09/01/99 0
4895886 O 08/01/09
0
3029990 K14/C71 F 55,620.00 ZZ
360 55,487.85 1
708 DAKOTA STREET 11.110 534.31 103
10.610 534.31 54,000.00
NORMAN OK 73069 5 08/11/99 00
1190818 05 09/15/99 0
4946286 O 08/15/29
0
3029991 K14/C71 F 109,183.70 ZZ
180 108,353.55 1
1331 MARQUETTE AVE 11.615 1,283.47 103
11.115 1,283.47 107,000.00
SOUTH MILWAUKEE WI 53172 5 08/18/99 00
1190826 05 10/01/99 0
4960386 O 09/01/14
0
3029992 K14/C71 F 36,046.39 ZZ
360 36,028.98 1
1101 EAST ST 9.587 305.39 103
9.087 305.39 35,000.00
LEADWOOD MO 63653 2 08/19/99 00
1190834 05 10/01/99 0
4969286 O 09/01/29
0
1
3029993 K14/C71 F 80,473.53 ZZ
180 79,711.45 1
713 LYNN HAVEN LN 11.085 918.96 105
10.585 918.96 77,000.00
ST LOUIS MO 63042 5 08/24/99 00
1190842 05 10/01/99 0
4988086 O 09/01/14
0
3029994 K14/C71 F 70,982.42 ZZ
120 69,375.55 1
18527 HIGHWAY 231 11.662 1,004.57 103
11.162 1,004.57 69,000.00
FOUNTAIN FL 32438 2 08/26/99 00
1190859 05 10/01/99 0
4996186 O 09/01/09
0
3029995 K14/C71 F 91,576.13 ZZ
360 91,446.85 2
2871 2873 N 49TH ST 11.490 906.17 108
10.990 906.17 85,000.00
MILWAUKEE WI 53210 5 09/01/99 00
1190867 05 10/07/99 0
5005086 O 09/07/29
0
3029997 K14/C71 F 102,106.40 ZZ
120 95,913.87 1
1826 PERSHING RD 9.510 1,321.79 109
9.010 1,321.79 94,000.00
NEW LONDON WI 54961 5 01/18/99 00
1190883 05 03/01/99 0
4378687 O 02/01/09
0
3029998 K14/C71 F 140,040.20 ZZ
240 138,776.88 1
1445 CAMBRIDGE CT 12.250 1,566.44 108
11.750 1,566.44 130,000.00
RIVERDALE GA 30296 5 02/12/99 00
1190891 05 04/01/99 0
4467787 O 03/01/19
0
3029999 K14/C71 F 31,723.36 ZZ
180 30,954.29 1
410 W OSAGE ROAD 10.586 352.36 103
10.086 352.36 31,000.00
1
MARLOW OK 73055 5 02/25/99 00
1190909 05 04/01/99 0
4502787 O 03/01/14
0
3030000 K14/C71 F 74,489.80 ZZ
360 74,272.75 1
4306 FURLEY AVENUE 11.722 750.31 103
11.222 750.31 73,000.00
BALTIMORE MD 21206 5 04/19/99 00
1190917 05 06/01/99 0
4627687 O 05/01/29
0
3030001 K14/C71 F 74,742.27 ZZ
120 71,760.94 1
731 LEWIS BLVD 12.224 1,082.04 104
11.724 1,082.04 72,500.00
LIMA OH 45801 2 04/23/99 00
1190925 05 06/01/99 0
4640187 O 05/01/09
0
3030002 K14/C71 F 35,534.11 ZZ
120 34,089.69 1
7600 A ROCKY FORK ROAD 11.561 500.83 103
11.061 500.83 34,500.00
WISE VA 24293 5 05/06/99 00
1190933 05 06/11/99 0
4670787 O 05/11/09
0
3030004 K14/C71 F 62,047.57 ZZ
120 59,169.63 1
4215 HALE AVE 10.671 843.19 104
10.171 843.19 60,000.00
LOUISVILLE KY 40211 5 06/15/99 00
1190941 05 08/01/99 0
4774787 O 07/01/09
0
3030005 K14/C71 F 82,690.53 ZZ
120 80,361.08 1
471 SOMERSET PLACE 11.220 1,149.38 104
10.720 1,149.38 80,000.00
FLORENCE SC 29501 5 07/20/99 00
1190958 05 09/01/99 0
4874587 O 08/01/09
0
1
3030006 K14/C71 F 88,560.49 ZZ
180 87,479.35 1
2595 MAUPIN ST 10.742 992.28 103
10.242 992.28 86,000.00
CHOCTAW OK 73020 5 07/24/99 00
1190966 05 09/01/99 0
4888987 O 08/01/14
0
3030007 K14/C71 F 67,594.26 ZZ
180 66,345.28 1
324 N WALNUT ST 10.400 743.00 104
9.900 743.00 65,500.00
COLUMBIA CITY IN 46725 5 07/27/99 00
1190974 05 09/15/99 0
4900987 O 08/15/14
0
3030008 K14/C71 F 125,221.70 ZZ
240 124,449.10 1
6 LONDON ROAD 10.899 1,283.93 104
10.399 1,283.93 121,000.00
BRICKTOWN TWP NJ 08723 2 09/02/99 00
1190982 05 10/08/99 0
5026687 O 09/08/19
0
3030009 K14/C71 F 55,578.35 ZZ
240 54,383.80 1
450 EAST CHERRY 12.494 631.21 103
11.994 631.21 54,000.00
WATESKA IL 60970 5 08/21/98 00
1190990 05 10/01/98 0
4093488 O 09/01/18
0
3030010 K14/C71 F 79,627.71 ZZ
138 74,253.35 1
2639 OAKWOOD DR 9.278 940.60 104
8.778 940.60 77,000.00
LARGO FL 33771 5 09/22/98 00
1191006 05 11/01/98 0
4168488 O 04/01/10
0
3030011 K14/C71 F 49,684.21 ZZ
192 48,498.98 1
1
1479 S 4TH ST 13.509 633.11 104
13.009 633.11 48,000.00
LOUISVILLE KY 40208 5 09/24/98 00
1191014 06 11/01/98 0
4171888 O 10/01/14
0
3030012 K14/C71 F 38,073.08 ZZ
180 36,644.13 1
628 MASSACHUSETTS AVE 10.920 430.83 103
10.420 430.83 37,000.00
OKLAHOMA CITY OK 73111 5 09/24/98 00
1191022 05 11/01/98 0
4173988 O 10/01/13
0
3030013 K14/C71 F 67,110.65 ZZ
180 65,188.90 1
5090 GRANNYS PLACE 11.619 789.06 104
11.119 789.06 65,000.00
KEYSTONE HEIGHT FL 32656 5 11/09/98 00
1191030 27 12/14/98 0
4245288 O 11/14/13
0
3030014 K14/C71 F 166,834.50 ZZ
300 164,826.84 1
1265 BEAUMONT AVENUE 9.805 1,493.15 103
9.305 1,493.15 162,000.00
TEANECK NJ 07666 5 11/18/98 00
1191048 05 01/01/99 0
4267788 O 12/01/23
0
3030016 K14/C71 F 61,800.00 ZZ
120 59,100.80 1
129 LINCOLN STREET 11.261 860.45 103
10.761 860.45 60,000.00
WAYLAND NY 14572 5 04/24/99 00
1191055 05 06/01/99 0
4634888 O 05/01/09
0
3030017 K14/C71 F 44,284.24 ZZ
300 43,975.03 1
419 ELLIOTT DRIVE 11.574 452.53 103
11.074 452.53 43,000.00
LAURINBURG NC 28352 5 05/14/99 00
1191063 05 07/01/99 0
1
4695488 O 06/01/24
0
3030019 K14/C71 F 76,735.00 ZZ
240 76,230.72 1
RR2 BOX 6014 12.018 845.88 103
11.518 845.88 74,500.00
SPIRO OK 74959 5 06/30/99 00
1191071 05 08/05/99 0
4803388 O 07/05/19
0
3030020 K14/C71 F 49,955.00 ZZ
180 49,282.18 1
1910 N LEWIS PL 11.934 597.42 103
11.434 597.42 48,500.00
TULSA OK 74110 5 07/12/99 00
1191089 05 08/15/99 0
4850688 O 07/15/14
0
3030021 K14/C71 F 91,627.92 ZZ
180 90,504.17 1
RT 2 BOX 71 GOODFIELD RD 9.955 982.12 103
9.455 982.12 89,000.00
DECATUR TN 37322 5 07/23/99 00
1191097 27 09/01/99 0
4884388 O 08/01/14
0
3030022 K14/C71 F 81,668.94 ZZ
240 80,976.70 1
5602 W CAMBRIDGE AVENUE 9.373 754.50 103
8.873 754.50 80,000.00
PHOENIX AZ 85035 5 07/27/99 00
1191105 05 09/01/99 0
4900588 O 08/01/19
0
3030023 K14/C71 F 82,399.34 ZZ
180 81,810.37 1
4642 NORTH 71ST AVENUE 12.484 1,014.73 103
11.984 1,014.73 80,000.00
PHOENIX AZ 85033 5 08/10/99 00
1191113 05 09/15/99 0
4937988 O 08/15/14
0
1
3030024 K14/C71 F 119,251.50 ZZ
240 118,614.69 1
344 ELM ST 12.166 1,326.89 107
11.666 1,326.89 112,000.00
PRESCOTT WI 54021 5 08/11/99 00
1191121 05 09/16/99 0
4940288 O 08/16/19
0
3030025 K14/C71 F 40,170.00 ZZ
300 40,134.32 1
6305 S JOHNNIE TERR. 13.041 454.29 103
12.541 454.29 39,000.00
OKLAHOMA CITY OK 73149 5 08/16/99 00
1191139 05 10/01/99 0
4961188 O 09/01/24
0
3030026 K14/C71 F 87,550.00 ZZ
180 86,523.75 1
2208 BROMBY ST 9.967 939.05 103
9.467 939.05 85,000.00
RICHMOND VA 23231 5 08/20/99 00
1191147 05 10/09/99 0
4972988 O 09/09/14
0
3030027 K14/C71 F 95,140.25 ZZ
240 94,728.54 1
305 BOB JOBE RD 10.131 926.40 103
9.631 926.40 93,000.00
GRAY TN 37615 5 08/23/99 00
1191154 27 10/01/99 0
4982088 O 09/01/19
0
3030028 K14/C71 F 154,101.70 ZZ
240 153,204.44 1
34 LEIGH AVE 9.373 1,423.67 103
8.873 1,423.67 150,000.00
STATEN ISLAND NY 10314 5 08/31/99 00
1191162 05 10/04/99 0
5015588 O 09/04/19
0
3030030 K14/C71 F 77,885.65 ZZ
120 68,871.84 1
110 DEREK DRIVE 11.106 1,077.55 103
10.606 1,077.55 76,000.00
1
GOLDSBORO NC 27530 2 12/31/98 00
2404184 27 02/15/99 0
4353889 O 01/15/09
0
3030031 K14/C71 F 28,968.09 ZZ
360 28,951.93 1
912 CLARA ST 12.135 300.98 104
11.635 300.98 28,000.00
HOUTZDALE PA 16651 5 03/18/99 00
1191188 05 05/01/99 0
4550889 O 04/01/29
0
3030032 K14/C71 F 33,214.86 ZZ
120 31,907.09 1
527 VELASCO AVENUE 11.260 462.44 108
10.760 462.44 31,000.00
HAYDEN AZ 85235 5 04/16/99 00
1191196 05 06/01/99 0
4625889 O 05/01/09
0
3030033 K14/C71 F 45,320.00 ZZ
360 45,201.15 1
5562 MAIN STREET 9.850 392.70 103
9.350 392.70 44,000.00
SODUS NY 14551 5 04/19/99 00
1191204 05 06/01/99 0
4626389 O 05/01/29
0
3030034 K14/C71 F 59,793.81 ZZ
240 58,561.99 1
838 LAZY BRANCH ROAD 12.494 679.09 104
11.994 679.09 58,000.00
ENNICE NC 28623 5 06/03/99 00
1191212 27 07/08/99 0
4735889 O 06/08/19
0
3030035 K14/C71 F 95,790.00 ZZ
360 95,704.28 1
8602 STATE ROUTE 69 11.599 955.84 103
11.099 955.84 93,000.00
ORISKANY NY 13424 5 06/17/99 00
1191220 05 08/01/99 0
4781589 O 07/01/29
0
1
3030036 K14/C71 F 113,402.10 ZZ
180 107,419.00 1
411 FASIG STREET 9.951 1,215.23 104
9.451 1,215.23 110,000.00
FOREST OH 45843 5 06/24/99 00
1191238 05 08/01/99 0
4788389 O 07/01/14
0
3030037 K14/C71 F 99,304.80 ZZ
240 99,053.32 1
25 CORA AVE 10.335 980.46 104
9.835 980.46 96,000.00
MONROE TOWNSHIP NJ 08094 5 06/29/99 00
1191246 05 08/02/99 0
4813189 O 07/02/19
0
3030038 K14/C71 F 50,073.82 ZZ
180 49,696.50 1
3787 MASTERSON STREET 12.075 603.39 104
11.575 603.39 48,500.00
MEMPHIS TN 38109 5 07/27/99 00
1191253 05 09/01/99 0
4901789 O 08/01/14
0
3030039 K14/C71 F 134,197.40 ZZ
96 130,060.15 1
60862 GREENRIDGE CT 10.269 2,055.48 105
9.769 2,055.48 128,000.00
SOUTH BEND IN 46614 5 07/30/99 00
1191261 05 09/04/99 0
4910389 O 08/04/07
0
3030040 K14/C71 F 157,672.00 ZZ
180 156,003.85 1
209 DALEWOOD AVENUE 10.466 1,739.58 104
9.966 1,739.58 153,000.00
KANNAPOLIS NC 28083 5 08/07/99 00
1191279 05 09/15/99 0
4919289 O 08/15/14
0
3030041 K14/C71 F 105,094.40 ZZ
240 104,254.99 1
1
37526 WALNUT DR 10.551 1,052.84 104
10.051 1,052.84 102,000.00
ROMULUS MI 48174 5 08/23/99 00
1191287 05 10/01/99 0
4985389 O 09/01/19
0
3030042 K14/C71 F 88,790.46 ZZ
174 85,802.53 1
1555 US HIGHWAY 20 9.950 965.77 101
9.450 965.77 88,000.00
ANGOLA IN 46703 5 11/24/98 00
1191295 05 12/05/98 0
3908690 O 05/05/13
0
3030043 K14/C71 F 73,512.67 ZZ
180 71,446.95 1
4237 HAZEL 11.000 835.54 104
10.500 835.54 71,000.00
LINCOLN PARK MI 48146 5 09/09/98 00
1191303 05 10/14/98 0
4138090 O 09/14/13
0
3030044 K14/C71 F 40,569.07 ZZ
240 39,552.68 1
125 4TH STREET 11.773 440.30 107
11.273 440.30 38,000.00
ELLERBE NC 28338 5 10/28/98 00
1191311 05 12/15/98 0
4239490 O 11/15/18
0
3030045 K14/C71 F 73,662.89 ZZ
360 73,636.26 1
1904 COLUMBUS BLVD 13.052 817.85 103
12.552 817.85 71,900.00
KOKOMO IN 46901 1 03/31/99 00
1191329 05 05/15/99 0
4581490 O 04/15/29
0
3030046 K14/C71 F 120,948.80 ZZ
120 116,838.80 1
2904 BLUE SPRUCE DRIVE 11.081 1,671.62 103
10.581 1,671.62 118,000.00
SHOW LOW AZ 85901 5 04/13/99 00
1191337 27 06/01/99 0
1
4618890 O 05/01/09
0
3030047 K14/C71 F 91,336.91 ZZ
180 88,230.37 2
1754-1756 N ASTOR ST 10.131 988.84 102
9.631 988.84 90,000.00
MILWAUKEE WI 53202 5 06/04/99 00
1191345 05 07/09/99 0
4743490 O 06/09/14
0
3030048 K14/C71 F 51,473.73 ZZ
120 49,828.88 1
346 VOWELL ROAD 11.631 727.56 110
11.131 727.56 47,000.00
BRICEVILLE TN 37710 5 06/14/99 00
1191352 05 08/01/99 0
4772490 O 07/01/09
0
3030049 K14/C71 F 71,435.54 ZZ
48 62,720.75 1
13708 CEDAR GROVE ST 9.589 1,797.72 110
9.089 1,797.72 65,000.00
DETRIOT MI 48205 5 06/24/99 00
1191360 05 08/01/99 0
4793390 O 07/01/03
0
3030051 K14/C71 F 204,099.20 ZZ
180 200,774.44 1
2209 SOUTH OLIVE STREET 10.126 2,209.02 101
9.626 2,209.02 203,000.00
DENVER CO 80224 5 07/24/99 00
1191386 05 09/01/99 0
4889290 O 08/01/14
0
3030052 K14/C71 F 49,440.00 ZZ
180 48,688.84 1
4511 PLAZA DRIVE 10.125 535.07 103
9.625 535.07 48,000.00
FORT WAYNE IN 46806 5 07/27/99 00
1191394 05 09/01/99 0
4892690 O 08/01/14
0
1
3030053 K14/C71 F 184,447.00 ZZ
120 176,070.83 1
W6817 OLD ORANGE GATE LN 11.986 2,644.79 105
11.486 2,644.79 177,000.00
CASCADE WI 53011 5 07/27/99 00
1191402 05 09/01/99 0
4894790 O 08/01/09
0
3030054 K14/C71 F 66,680.46 ZZ
180 64,748.03 1
210 N 22ND ST 10.179 723.87 103
9.679 723.87 65,000.00
HAINES CITY FL 33844 5 08/03/99 00
1191410 05 09/06/99 0
4914090 O 08/06/14
0
3030055 K14/C71 F 83,098.31 ZZ
360 82,947.73 1
7001 LAWRENCE RD APT 176 10.497 759.95 102
9.997 759.95 82,000.00
NEW ORLEANS LA 70127 1 08/30/99 00
1191428 05 10/01/99 0
4988590 O 09/01/29
0
3030056 K14/C71 F 110,026.90 ZZ
240 109,531.68 1
19 VINCENT STREET 11.904 1,204.13 103
11.404 1,204.13 107,000.00
KINGSTON NY 12401 2 09/14/99 00
1191436 05 11/01/99 0
5060990 O 10/01/19
0
3030057 K14/C71 F 154,203.88 ZZ
354 152,891.20 1
853 BROOKE ROAD 10.400 1,402.54 108
9.900 1,402.54 144,000.00
CAPITOL HEIGHTS MD 20743 5 08/27/99 00
1191444 05 09/01/99 0
4424891 O 02/01/29
0
3030058 K14/C71 F 128,311.60 ZZ
180 124,168.63 1
5636 WOODBINE DRIVE 9.431 1,334.52 108
8.931 1,334.52 119,000.00
1
WESLEY CHAPEL FL 33543 5 03/15/99 00
1191451 05 05/01/99 0
4543491 O 04/01/14
0
3030059 K14/C71 F 74,550.00 ZZ
360 74,177.80 2
3 AND 5 FORBES AVENUE 9.420 622.51 105
8.920 622.51 71,000.00
RENSSELAER NY 12144 5 04/21/99 00
1191469 05 06/01/99 0
4632591 O 05/01/29
0
3030060 K14/C71 F 38,072.16 ZZ
240 37,806.67 1
1824 S 16TH ST 12.003 419.29 103
11.503 419.29 37,000.00
SPRINGFIELD IL 62703 5 05/19/99 00
1191477 05 07/01/99 0
4700791 O 06/01/19
0
3030061 K14/C71 F 124,675.30 ZZ
156 121,705.52 1
2209 GROVE OAKS COURT 9.743 1,412.26 104
9.243 1,412.26 121,000.00
GROVE CITY OH 43123 5 06/16/99 00
1191485 05 08/01/99 0
4779991 O 07/01/12
0
3030062 K14/C71 F 76,288.66 ZZ
132 73,774.76 1
109 EAST ADAIR STREET 9.813 947.07 104
9.313 947.07 74,000.00
OWENTON KY 40359 5 06/24/99 00
1191493 05 08/01/99 0
4802691 O 07/01/10
0
3030063 K14/C71 F 76,288.66 ZZ
240 75,986.40 1
4664 POLK STREET 12.984 892.91 104
12.484 892.91 74,000.00
GARY IN 46408 5 06/25/99 00
1191501 05 08/01/99 0
4808991 O 07/01/19
0
1
3030064 K14/C71 F 102,132.10 ZZ
240 101,852.69 2
4050-4052 N ELMHURST 11.179 1,066.67 107
10.679 1,066.67 96,000.00
MILWAUKEE WI 53216 5 07/14/99 00
1191519 05 09/01/99 0
4859391 O 08/01/19
0
3030065 K14/C71 F 107,612.00 ZZ
180 106,366.11 1
38 MERRY ROAD 12.022 1,293.05 104
11.522 1,293.05 104,000.00
NEWARK DE 19713 5 07/20/99 00
1191527 05 09/01/99 0
4873491 O 08/01/14
0
3030066 K14/C71 F 91,979.00 ZZ
180 90,741.62 1
519 NORTH 7TH ST 9.967 986.55 103
9.467 986.55 89,300.00
OBION TN 38240 5 08/17/99 00
1191535 05 10/01/99 0
4911091 O 09/01/14
0
3030067 K14/C71 F 92,783.51 ZZ
120 90,098.32 1
1745 S ARLINGTON ST 14.193 1,451.40 104
13.693 1,451.40 90,000.00
AKRON OH 44306 2 08/03/99 00
1191543 05 09/08/99 0
4918991 O 08/08/09
0
3030068 K14/C71 F 71,070.00 ZZ
180 68,791.69 1
120 S TERRY RD 11.443 827.66 103
10.943 827.66 69,000.00
SYRACUSE NY 13219 5 11/19/98 00
1191550 05 01/01/99 0
4275292 O 12/01/13
0
3030069 K14/C71 F 60,303.91 ZZ
180 58,639.45 1
1
4107 SWIFT STREET 9.369 624.95 108
8.869 624.95 56,000.00
HOBART IN 46342 5 02/15/99 00
1191568 05 04/01/99 0
4470192 O 03/01/14
0
3030070 K14/C71 F 151,380.80 ZZ
180 146,927.33 1
1611 LAWRENCE PLACE 10.151 1,640.76 109
9.651 1,640.76 140,000.00
POMONA CA 91766 5 03/26/99 00
1191576 05 05/15/99 0
4573692 O 04/15/14
0
3030072 K14/C71 F 169,387.30 ZZ
240 167,716.41 1
1047 NORTH 300 WEST 9.865 1,619.50 108
9.365 1,619.50 157,000.00
AMERICAN FORK UT 84003 5 05/06/99 00
1191584 05 06/10/99 0
4676092 O 05/10/19
0
3030073 K14/C71 F 41,237.11 ZZ
240 41,104.29 1
19 EDGAR STREET 12.493 468.31 104
11.993 468.31 40,000.00
CAHOKIA IL 62206 5 05/25/99 00
1191600 05 07/01/99 0
4717392 O 06/01/19
0
3030074 K14/C71 F 35,529.39 ZZ
120 34,087.85 1
270 FOURTH AVENUE 10.746 484.32 108
10.246 484.32 33,000.00
CRUCIBLE PA 15325 5 06/07/99 00
1191626 05 07/11/99 0
4737792 O 06/11/09
0
3030075 K14/C71 F 47,464.94 ZZ
360 47,234.49 1
203 CAMBRIDGE ST S 9.587 402.13 108
9.087 402.13 44,000.00
CUMBERLAND OH 43732 5 06/11/99 00
1191659 05 07/16/99 0
1
4766792 O 06/16/29
0
3030076 K14/C71 F 113,812.70 ZZ
360 113,320.80 1
RTE 1 BOX 356 10.078 1,005.35 104
9.578 1,005.35 110,000.00
POLAND IN 47868 1 06/25/99 00
1191675 05 08/01/99 0
4805992 O 07/01/29
0
3030077 K14/C71 F 51,052.63 ZZ
240 50,279.83 1
1612 GRAYS INN RD 9.739 483.87 103
9.239 483.87 50,000.00
COLUMBIA SC 29210 5 07/21/99 00
1191691 06 09/01/99 0
4876792 O 08/01/19
0
3030078 K14/C71 F 84,816.76 ZZ
180 83,994.06 1
3317 NORTH SMITH PIKE RD 11.629 997.79 104
11.129 997.79 82,000.00
BLOOMINGTON IN 47404 5 07/22/99 00
1191717 05 09/01/99 0
4883292 O 08/01/14
0
3030079 K14/C71 F 92,783.51 ZZ
180 91,282.96 1
307 SOUTH MADISON RR1 10.935 1,050.79 104
BOX 113A 10.435 1,050.79 90,000.00
LOW POINT IL 61545 5 07/27/99 00
1191733 05 09/01/99 0
4897692 O 08/01/14
0
3030080 K14/C71 F 34,889.67 ZZ
180 34,484.19 1
1224 E KURTZ AVE 12.042 419.68 110
11.542 419.68 32,000.00
FLINT MI 48505 5 08/06/99 00
1191741 05 09/15/99 0
4921992 O 08/15/14
0
1
3030081 K14/C71 F 124,742.30 ZZ
180 122,431.97 1
235 HIGHLANDER DRIVE 12.901 1,570.17 104
12.401 1,570.17 121,000.00
GLEN BURNIE MD 21061 5 08/12/99 00
1191758 05 10/01/99 0
4951492 O 09/01/14
0
3030082 K14/C71 F 57,400.51 ZZ
180 56,874.13 1
107 FAIRVIEW DR 11.578 673.40 103
11.078 673.40 56,000.00
HURRICANE WV 25526 5 08/24/99 00
1191766 05 10/01/99 0
4987292 O 09/01/14
0
3030084 K14/C71 F 27,319.59 ZZ
240 26,639.30 1
105 W MARTIN ST 12.493 310.25 104
11.993 310.25 26,500.00
LITCHFIELD IL 62056 5 07/31/98 00
1191774 05 09/05/98 0
4075293 O 08/05/18
0
3030085 K14/C71 F 68,421.05 ZZ
300 67,695.17 1
1203 RICHARDSON ROAD 11.272 684.10 106
10.772 684.10 65,000.00
BARNWELL SC 29812 2 09/02/98 00
1191782 05 10/15/98 0
4128893 O 09/15/23
0
3030086 K14/C71 F 111,362.40 ZZ
360 110,753.27 1
4510 NW 77 TERRACE 12.476 1,186.45 104
11.976 1,186.45 108,000.00
FT LAUDERDALE FL 33351 5 12/17/98 00
1191790 05 02/01/99 0
4326393 O 01/01/29
0
3030088 K14/C71 F 77,319.59 ZZ
180 75,545.44 1
2512 SW KENSINGTON ST 11.426 899.61 104
10.926 899.61 75,000.00
1
PORT ST LUCIE FL 34953 5 02/12/99 00
1191808 05 04/01/99 0
4469593 O 03/01/14
0
3030089 K14/C71 F 33,221.17 ZZ
120 31,738.44 1
206 NORTH SMITH STREET 11.105 459.60 109
10.605 459.60 30,500.00
BOSWELL IN 47921 5 02/24/99 00
1191816 05 04/15/99 0
4499093 O 03/15/09
0
3030090 K14/C71 F 123,681.50 ZZ
240 122,515.58 1
1219 TWIN RIVERS BLVD 10.867 1,265.45 108
10.367 1,265.45 115,000.00
OVIEDO FL 32766 5 03/23/99 00
1191824 05 05/01/99 0
4563093 O 04/01/19
0
3030091 K14/C71 F 35,955.11 ZZ
144 34,079.04 1
2762 US ROUTE 22 11.338 457.94 102
10.838 457.94 35,500.00
SOMERSET OH 43783 5 04/02/99 00
1191832 27 05/15/99 0
4580893 O 04/15/11
0
3030092 K14/C71 F 41,199.49 ZZ
180 40,452.30 1
2505 N LAFAYETTE AVENUE 10.958 467.19 103
10.458 467.19 40,000.00
EVANSVILLE IN 47711 5 05/05/99 00
2404192 05 06/15/99 0
4664493 O 05/15/14
0
3030093 K14/C71 F 41,167.15 ZZ
120 39,927.97 1
6058 BROOKGLEN DR 11.887 587.94 106
11.387 587.94 38,909.00
HOUSTON TX 77017 1 05/19/99 00
1191857 05 07/01/99 0
4699793 O 06/01/09
0
1
3030094 K14/C71 F 184,662.90 ZZ
180 182,391.51 1
1A INWOOD DRIVE 12.023 2,219.00 103
11.523 2,219.00 180,000.00
HILLCREST NY 10977 5 07/10/99 00
1191865 05 08/14/99 0
4842693 O 07/14/14
0
3030095 K14/C71 F 77,568.13 ZZ
150 75,949.85 1
1425 TOWN STREET 9.545 887.38 104
9.045 887.38 75,000.00
GREENSBORO NC 27407 5 07/19/99 00
1191873 05 09/01/99 0
4870093 O 02/01/12
0
3030096 K14/C71 F 164,782.20 ZZ
360 164,514.84 1
10220 N 24TH ST 10.047 1,451.81 103
9.547 1,451.81 160,000.00
PLAINWELL MI 49080 2 07/27/99 00
2404200 05 09/02/99 0
4898893 O 08/02/29
0
3030097 K14/C71 F 195,876.30 ZZ
360 195,710.38 1
4285 CELEBRATION DRIVE 13.052 2,174.75 104
12.552 2,174.75 190,000.00
ATLANTA GA 30331 5 07/27/99 00
1191899 05 09/01/99 0
4900693 O 08/01/29
0
3030098 K14/C71 F 80,906.15 ZZ
180 79,752.44 1
5200 FLYNN LANE 12.042 973.20 103
11.542 973.20 79,000.00
LUMBERTON NC 28358 5 08/05/99 00
1191923 05 09/15/99 0
4918193 O 08/15/14
0
3030099 K14/C71 F 67,971.04 ZZ
240 67,497.59 1
1
7150 58TH ST NORTH 10.388 673.50 103
9.888 673.50 66,000.00
PINELLAS PARK FL 33781 5 08/12/99 00
1191931 05 09/16/99 0
4952693 O 08/16/19
0
3030100 K14/C71 F 44,312.64 ZZ
180 43,963.47 1
1028 RIVERSIDE AVE 12.075 533.97 104
11.575 533.97 43,000.00
KINGSPORT TN 37660 5 08/26/99 00
1191949 05 10/05/99 0
5002893 O 09/05/14
0
3030101 K14/C71 F 58,476.13 ZZ
120 56,338.34 1
1537 HARVEST LN 10.383 785.22 103
9.883 785.22 57,000.00
YPSILANTI MI 48198 5 09/01/99 00
1191956 05 10/03/99 0
5018293 N 09/03/09
0
3030102 K14/C71 F 38,086.71 ZZ
120 30,201.44 1
4437 JOHNSON ST 10.142 506.32 106
9.642 506.32 36,000.00
GARY IN 46408 5 03/25/98 00
1191964 05 05/15/98 0
3257894 O 04/15/08
0
3030103 K14/C71 F 115,463.90 ZZ
180 111,293.65 1
143 EASTLAKE DRIVE 11.426 1,343.41 104
10.926 1,343.41 112,000.00
LAGRANGE OH 44050 5 06/12/98 00
1191972 05 08/01/98 0
3988694 O 07/01/13
0
3030104 K14/C71 F 40,151.97 ZZ
180 38,894.35 1
628 LAFAYETTE AVE 11.563 470.66 109
11.063 470.66 37,000.00
TERRE HAUTE IN 47807 5 11/06/98 00
1191980 05 12/15/98 0
1
4255194 O 11/15/13
0
3030105 K14/C71 F 92,798.66 ZZ
360 92,513.79 1
675 E PIFER RD 12.420 984.64 101
11.920 984.64 92,500.00
DOWLING MI 49050 5 03/26/99 00
1191998 27 05/01/99 0
4565894 O 04/01/29
0
3030106 K14/C71 F 39,393.94 ZZ
180 38,689.21 2
1830-1832 W WASHINGTON 11.802 467.79 102
11.302 467.79 39,000.00
SPRINGFIELD OH 45506 5 04/26/99 00
1192004 05 06/01/99 0
4638794 O 05/01/14
0
3030107 K14/C71 F 221,421.20 ZZ
144 214,864.78 1
10228 SHERRILL ST 11.849 2,887.98 103
11.349 2,887.98 215,000.00
WHITTIER CA 90601 5 07/16/99 00
1192020 05 09/01/99 0
4865294 O 08/01/11
0
3030108 K14/C71 F 36,597.94 ZZ
240 36,565.57 1
324 EAST FARMER STREET 12.983 428.33 104
12.483 428.33 35,500.00
LITTLE YORK IL 61462 5 07/19/99 00
1192046 05 09/01/99 0
4869494 O 08/01/19
0
3030109 K14/C71 F 190,550.00 ZZ
264 189,871.56 1
4938 ELIZABETH LANE 10.077 1,797.82 103
9.577 1,797.82 185,000.00
GLOUCESTER VA 23061 5 08/26/99 00
1192061 05 10/14/99 0
4999894 O 09/14/21
0
1
3030110 K14/C71 F 87,368.42 ZZ
360 87,304.56 1
3782 W 950 S 9.874 758.60 103
9.374 758.60 85,000.00
SILVER LAKE IN 46982 5 09/08/99 00
1192087 05 10/15/99 0
5040094 O 09/15/29
0
3030111 K14/C71 F 149,350.00 ZZ
240 148,694.10 1
442 CLARKSON AVENUE 12.018 1,646.35 103
11.518 1,646.35 145,000.00
ELIZABETH NJ 07202 5 06/08/99 00
1192103 05 07/15/99 0
4746295 O 06/15/19
0
3030112 K14/C71 F 100,795.80 ZZ
360 100,770.85 1
151 RALSTON ROAD 12.648 1,087.34 103
12.148 1,087.34 98,000.00
BEDFORD KY 40006 5 06/19/99 00
1192129 05 08/01/99 0
4783395 O 07/01/29
0
3030113 K14/C71 F 129,228.70 ZZ
240 127,320.37 1
22708 CRAIG AVE 11.774 1,402.61 103
11.274 1,402.61 126,100.00
NOBLESVILLE IN 46060 5 06/24/99 00
1192152 05 08/01/99 0
4797795 O 07/01/19
0
3030114 K14/C71 F 62,310.23 ZZ
120 60,349.53 1
2 GILL RD 11.561 878.23 104
11.061 878.23 60,000.00
STONY CREEK NY 12878 5 06/25/99 00
1192178 05 08/01/99 0
4799895 O 07/01/09
0
3030115 K14/C71 F 78,350.52 ZZ
120 75,938.36 1
423 AUBURN STREET 10.746 1,068.04 104
10.246 1,068.04 76,000.00
1
ROCKFORD IL 61103 5 06/25/99 00
1192194 05 08/01/99 0
4807995 O 07/01/09
0
3030116 K14/C71 F 117,599.90 ZZ
240 115,660.00 1
1008 BELMONT STREET 9.775 1,117.39 108
9.275 1,117.39 109,000.00
BRIGHAM CITY UT 84302 5 07/21/99 00
1192210 05 09/01/99 0
4876695 O 08/01/19
0
3030117 K14/C71 F 188,580.00 ZZ
360 187,868.93 1
5171 E MT MORRIS RD 9.588 1,597.81 106
9.088 1,597.81 178,000.00
MT MORRIS MI 48458 5 07/26/99 00
1192236 05 09/10/99 0
4891295 O 08/10/29
0
3030118 K14/C71 F 97,545.75 ZZ
105 94,291.65 1
11 FOX HILL DR 9.392 1,365.88 104
8.892 1,365.88 94,300.00
NORTH AUGUSTA SC 29860 5 09/09/99 00
1192251 05 10/15/99 0
5039495 O 06/15/08
0
3030119 K14/C71 F 69,072.16 ZZ
180 63,986.92 1
1533 FOREMAN ROAD 9.459 719.56 104
8.959 719.56 67,000.00
BALDWIN MI 49304 5 07/24/98 00
2404218 05 09/01/98 0
4062396 O 08/01/13
0
3030121 K14/C71 F 54,639.18 ZZ
180 52,203.76 1
655 BAUSCHKE STREET 11.426 635.72 104
10.926 635.72 53,000.00
BENTON HARBOR MI 49022 5 08/26/98 00
1192301 05 10/01/98 0
4120396 O 09/01/13
0
1
3030122 K14/C71 F 40,992.45 ZZ
120 37,652.00 1
121 S RURAL 10.142 544.95 108
9.642 544.95 38,000.00
EMPORIA KS 66801 5 10/30/98 00
2404226 05 12/15/98 0
4245296 O 11/15/08
0
3030123 K14/C71 F 89,690.72 ZZ
216 87,540.12 1
17020 MAGNOLIA DRIVE 9.520 869.26 104
9.020 869.26 87,000.00
HAZEL CREST IL 60429 2 11/14/98 00
1192327 05 01/01/99 0
4266196 O 12/01/16
0
3030124 K14/C71 F 70,030.90 ZZ
180 68,124.22 1
17653 WOOD 12.429 859.91 103
11.929 859.91 68,000.00
MELVINDALE MI 48122 5 11/24/98 00
1192335 05 01/01/99 0
4283996 O 12/01/13
0
3030126 K14/C71 F 79,162.32 ZZ
360 78,435.94 1
4239 CURTIS AVE 9.990 694.12 107
9.490 694.12 74,000.00
LOUISVILLE KY 40213 2 01/06/99 00
1192343 05 02/11/99 0
4358996 O 01/11/29
0
3030127 K14/C71 F 63,917.53 ZZ
240 62,937.69 1
636 E MARSHALL ST 11.513 682.21 104
11.013 682.21 62,000.00
MARION IN 46952 5 03/04/99 00
1192350 05 04/15/99 0
4526996 O 03/15/19
0
3030128 K14/C71 F 107,915.80 ZZ
200 106,091.35 1
1
2050 S TRIPLE X RD 9.264 1,061.01 107
8.764 1,061.01 101,000.00
CHOCTAW OK 73020 2 04/26/99 00
1192368 05 06/01/99 0
4648196 O 01/01/16
0
3030129 K14/C71 F 134,843.60 ZZ
180 132,438.80 1
120 WATT LANE 10.126 1,459.45 104
9.626 1,459.45 130,000.00
PITTSBURGH PA 15221 5 06/11/99 00
1192376 05 07/16/99 0
4769996 O 06/16/14
0
3030130 K14/C71 F 50,013.43 ZZ
180 48,630.67 1
232 HIGH STREET 9.532 523.22 107
9.032 523.22 47,000.00
AMHERST WI 54406 5 06/21/99 00
1192384 05 08/01/99 0
4786696 O 07/01/14
0
3030131 K14/C71 F 96,606.92 ZZ
240 95,790.47 1
13435 E KAHLUA ROAD 10.890 989.94 103
10.390 989.94 94,000.00
VAIL AZ 85747 5 06/22/99 00
1192392 27 08/01/99 0
4788796 O 07/01/19
0
3030132 K14/C71 F 118,953.20 ZZ
300 118,736.58 1
4516 ALLIES ROAD 11.039 1,169.23 104
10.539 1,169.23 115,000.00
SUITLAND MD 20746 5 07/22/99 00
1192400 05 09/01/99 0
4882296 O 08/01/24
0
3030133 K14/C71 F 110,032.40 ZZ
228 107,435.06 1
9830 STATE ROUTE 164 9.354 1,033.71 103
8.854 1,033.71 107,000.00
LISBON OH 44432 5 08/17/99 00
1192418 05 10/01/99 0
1
4964896 O 09/01/18
0
3030134 K14/C71 F 54,123.71 ZZ
180 52,719.12 1
8880 GORDON RD 12.409 663.88 104
11.909 663.88 52,500.00
HAHIRA GA 31632 5 11/19/98 00
1192426 27 01/01/99 0
4255097 O 12/01/13
0
3030135 K14/C71 F 62,469.10 ZZ
180 60,772.97 1
3979 WILLOW ST 11.564 732.30 110
11.064 732.30 57,000.00
HOBART IN 46342 5 12/22/98 00
1192434 05 02/01/99 0
4337697 O 01/01/14
0
3030136 K14/C71 F 60,769.80 ZZ
120 57,690.59 1
518 PETTY STREET 10.793 830.00 103
10.293 830.00 59,000.00
PETERSBURG VA 23805 2 03/17/99 00
1192442 05 05/01/99 0
4542797 O 04/01/09
0
3030137 K14/C71 F 77,250.00 ZZ
360 77,177.07 1
528 BENTLEY ST 11.599 770.84 103
11.099 770.84 75,000.00
GALLATIN TN 37066 5 04/22/99 00
1192459 05 06/01/99 0
4634497 O 05/01/29
0
3030138 K14/C71 F 31,769.15 ZZ
240 31,460.22 1
10301 LAKE AVENUE #805 12.249 355.34 103
11.749 355.34 31,000.00
CLEVELAND OH 44102 5 05/17/99 00
1192467 06 07/01/99 0
4692497 O 06/01/19
0
1
3030139 K14/C71 F 42,635.24 ZZ
84 40,661.69 1
RT 3 BOX 266 11.668 745.08 107
11.168 745.08 40,000.00
HULBERT OK 74441 2 06/25/99 00
1192475 05 08/01/99 0
4805097 O 07/01/06
0
3030140 K14/C71 F 109,061.50 ZZ
360 108,658.30 1
231 HILL ROAD 10.534 1,000.40 103
10.034 1,000.40 106,000.00
GEORGETOWN PA 15043 5 07/10/99 00
1192483 05 08/15/99 0
4844297 O 07/15/29
0
3030141 K14/C71 F 71,070.59 ZZ
120 69,155.48 1
1601 S 5TH PL 10.599 962.93 103
10.099 962.93 69,000.00
BROKEN ARROW OK 74012 5 07/20/99 00
1192491 05 09/01/99 0
4872797 O 08/01/09
0
3030142 K14/C71 F 49,319.28 ZZ
360 49,299.77 1
106 B STREET 10.520 451.88 103
10.020 451.88 48,000.00
POCOLA OK 74902 5 07/21/99 00
1192509 05 09/01/99 0
4874897 O 08/01/29
0
3030143 K14/C71 F 145,183.80 ZZ
180 142,852.59 1
2140 E PALOMINO DRIVE 9.443 1,511.06 103
8.943 1,511.06 141,000.00
GILBERT AZ 85296 2 07/22/99 00
1192517 05 09/01/99 0
4881397 O 08/01/14
0
3030144 K14/C71 F 71,586.57 ZZ
180 70,021.28 1
537 G ST NW 11.065 816.58 101
10.565 816.58 71,500.00
1
ARDMORE OK 73401 5 07/27/99 00
1192525 05 09/01/99 0
4894197 O 08/01/14
0
3030145 K14/C71 F 117,000.00 ZZ
240 116,560.31 1
12 CARDIN DRIVE 14.301 1,480.57 103
13.801 1,480.57 114,000.00
CLIFTON PARK NY 12065 5 08/18/99 00
1192533 05 10/01/99 0
4961897 O 09/01/19
0
3030146 K14/C71 F 80,947.97 ZZ
144 79,041.30 1
324 NELSON ST 11.819 1,054.33 106
11.319 1,054.33 77,000.00
PONTIAC MI 48342 5 08/19/99 00
1192541 05 10/01/99 0
4969197 O 09/01/11
0
3030147 K14/C71 F 80,412.37 ZZ
96 72,343.81 1
8543 MARYLAND 11.095 1,267.28 104
10.595 1,267.28 78,000.00
CHICAGO IL 60619 5 10/23/98 00
2404234 05 12/01/98 0
4230698 O 11/01/06
0
3030148 K14/C71 F 61,855.67 ZZ
240 61,303.80 1
2055 SULLIVANT AVENUE 12.984 723.98 104
12.484 723.98 60,000.00
COLUMBUS OH 43223 5 11/24/98 00
1192566 05 01/01/99 0
4291298 O 12/01/18
0
3030149 K14/C71 F 32,653.06 ZZ
300 32,479.95 1
1621 E MATTHEWS STREET 11.703 336.77 103
11.203 336.77 32,000.00
SIKESTON MO 63801 5 12/28/98 00
2404242 05 02/04/99 0
4311698 O 01/04/24
0
1
3030150 K14/C71 F 51,546.39 ZZ
180 50,363.59 1
242 SOUTH DADE AVE 11.426 599.74 104
10.926 599.74 50,000.00
ST LOUIS MO 63135 5 02/23/99 00
1192582 05 04/01/99 0
4494598 O 03/01/14
0
3030151 K14/C71 F 78,425.03 ZZ
180 76,297.63 1
630 HEMLOCK STREET 10.605 872.02 102
10.105 872.02 77,000.00
PITTSBURGH PA 15202 5 05/20/99 00
1192590 05 07/01/99 0
4705998 O 06/01/14
0
3030152 K14/C71 F 45,510.96 ZZ
180 44,586.68 1
950 NORTH WALNUT 10.875 513.71 104
10.375 513.71 44,000.00
ALLIANCE OH 44601 5 06/11/99 00
1192608 05 07/15/99 0
4770498 O 06/15/14
0
3030153 K14/C71 F 140,387.00 ZZ
120 135,374.80 1
11 GREEN RD 11.562 1,978.76 101
11.062 1,978.76 140,000.00
MONROE NY 10950 5 06/24/99 00
1192616 05 08/01/99 0
4783298 O 07/01/09
0
3030155 K14/C71 F 76,288.66 ZZ
360 76,085.36 1
4154 COMMANDER LANE 13.052 847.01 104
12.552 847.01 74,000.00
COLUMBUS OH 43224 1 08/16/99 00
1192632 05 09/15/99 0
4952898 O 08/15/29
0
3030156 K14/C71 F 150,373.70 ZZ
240 148,910.92 1
1
111 WEST QUANAH CT 10.046 1,455.72 103
9.546 1,455.72 146,000.00
BROKEN ARROW OK 74011 2 08/18/99 00
1192640 05 10/01/99 0
4957598 O 09/01/19
0
3030157 K14/C71 F 100,937.30 ZZ
360 100,908.98 1
135 HEATHER LN 12.088 1,045.10 103
11.588 1,045.10 98,000.00
WINCHESTER KY 40391 5 08/17/99 00
1192657 07 10/01/99 0
4964098 O 09/01/29
0
3030158 K14/C71 F 55,016.18 ZZ
198 54,562.65 1
2023 15TH AVENUE 12.120 643.67 102
11.620 643.67 54,000.00
ALTOONA PA 16601 5 08/23/99 00
1192665 05 10/01/99 0
4982398 O 03/01/16
0
3030159 K14/C71 F 148,597.60 ZZ
180 145,993.76 1
402 GREEN STREET 11.085 1,696.90 103
10.585 1,696.90 145,000.00
DOWAGIAC MI 49047 5 08/23/99 00
1192673 05 10/01/99 0
4983998 O 09/01/14
0
3030160 K14/C71 F 82,687.34 ZZ
360 82,379.90 1
2042 HWY 1870 10.090 731.15 104
9.590 731.15 80,000.00
RUSSELL SPRINGS KY 42642 5 09/08/99 00
1192681 05 10/13/99 0
5040698 O 09/13/29
0
3030162 K14/C71 F 47,057.31 ZZ
120 44,611.46 1
240 VINE AVE NE 12.224 681.24 110
11.724 681.24 43,000.00
WARREN OH 44483 5 01/08/99 00
1192699 05 02/15/99 0
1
4362799 O 01/15/09
0
3030163 K14/C71 F 82,474.23 ZZ
180 81,037.21 1
218 WOODS ROAD 11.426 959.58 104
10.926 959.58 80,000.00
PORTLAND TN 37148 5 04/26/99 00
1192707 05 06/01/99 0
4645499 O 05/01/14
0
3030164 K14/C71 F 31,930.00 ZZ
180 31,476.85 1
114 10TH ST NW 12.917 402.25 103
12.417 402.25 31,000.00
ARDMORE OK 73401 5 04/29/99 00
1192715 05 06/03/99 0
4654099 O 05/03/14
0
3030165 K14/C71 F 105,060.00 ZZ
360 104,810.91 1
3080 BUNCH WAY 10.132 932.24 103
9.632 932.24 102,000.00
CARSON CITY NV 98706 5 05/21/99 00
1192723 27 07/01/99 0
4708199 O 06/01/29
0
3030166 K14/C71 F 53,560.00 ZZ
180 53,090.25 1
RR 4 BOX 660 12.426 657.56 103
11.926 657.56 52,000.00
STILWELL OK 74960 5 05/25/99 00
1192731 05 07/01/99 0
4716299 O 06/01/14
0
3030167 K14/C71 F 41,237.11 ZZ
360 41,045.64 1
2921 BUXTON AVE 11.099 395.80 104
10.599 395.80 40,000.00
GRANITE CITY IL 62040 5 06/17/99 00
1192749 05 08/01/99 0
4778499 O 07/01/29
0
1
3030168 K14/C71 F 75,962.90 ZZ
120 73,880.72 1
716 S 2ND AVE 9.856 997.81 103
9.356 997.81 74,000.00
YAKIMA WA 98902 5 07/14/99 00
2404259 05 09/01/99 0
4850599 O 08/01/09
0
3030169 K14/C71 F 45,315.00 ZZ
180 44,829.82 1
206 DAILY ST 11.404 526.60 103
10.904 526.60 44,000.00
HEAVENER OK 74937 5 07/24/99 00
1192764 05 09/01/99 0
4885899 O 08/01/14
0
3030170 K14/C71 F 113,441.20 ZZ
180 112,174.62 1
646 CARBON AVE 10.126 1,227.80 104
9.626 1,227.80 110,000.00
HARRISBURG PA 17111 5 08/16/99 00
1192772 05 10/01/99 0
4960599 O 09/01/14
0
3030171 K14/C71 F 34,062.73 ZZ
180 32,523.64 1
25 5TH STREET 10.604 378.73 104
10.104 378.73 33,000.00
MCMECHEN WV 26040 5 08/20/99 00
1192780 05 10/01/99 0
4972899 O 09/01/14
0
3030172 K14/C71 F 66,181.23 ZZ
180 65,542.43 1
639 DANBURY ST 26TH WARD 10.125 716.26 104
9.625 716.26 64,000.00
PITTSBURGH PA 15214 5 08/23/99 00
1192798 05 10/01/99 0
4986199 O 09/01/14
0
3030173 K14/C71 F 159,793.80 ZZ
300 159,176.23 1
2872 LA CONCHA DRIVE 10.091 1,462.31 104
9.591 1,462.31 155,000.00
1
CLEARWATER FL 33762 1 08/26/99 00
1192806 03 10/01/99 0
4998499 O 09/01/24
0
3032942 K14/C71 F 118,919.50 ZZ
240 117,172.98 1
424 ASHBROOK ROAD 10.838 1,214.39 104
10.338 1,214.39 115,000.00
SALISBURY NC 28147 2 04/27/99 00
1192814 05 06/15/99 0
4647505 O 05/15/19
0
3032944 K14/C71 F 19,490.39 ZZ
120 18,808.12 1
119 EAST 5TH STREET 11.562 274.72 103
11.062 274.72 19,000.00
PAWHUSKA OK 74056 5 04/28/99 00
1192822 05 06/02/99 0
4645510 O 05/02/09
0
3032945 K14/C71 F 56,649.41 ZZ
144 55,501.09 1
3688 MONROE STREET 11.819 737.85 103
11.319 737.85 55,000.00
GARY IN 46408 2 08/04/99 00
1192830 05 09/10/99 0
4924010 O 08/10/11
0
3032946 K14/C71 F 86,828.20 ZZ
176 85,321.28 1
2206 BASHOR ROAD 9.473 912.25 103
8.973 912.25 85,000.00
GOSHEN IN 46526 2 08/10/99 00
1192848 05 08/01/99 0
4492714 O 03/01/14
0
3032947 K14/C71 F 65,979.38 ZZ
180 64,171.52 1
7119 ANGOLA 12.409 809.31 104
11.909 809.31 64,000.00
HOLLAND OH 43528 2 11/18/98 00
1192855 05 01/01/99 0
4273516 O 12/01/13
0
1
3032950 K14/C71 F 51,759.84 ZZ
180 50,934.42 1
RR 15 BOX 384 12.821 648.80 104
12.321 648.80 50,000.00
BEDFORD IN 47421 1 04/29/99 00
1192871 05 06/01/99 0
4651618 O 05/01/14
0
3032951 K14/C71 F 194,375.20 ZZ
204 193,634.92 1
2921 WIMBLEDON WAY 12.137 2,255.45 106
11.637 2,255.45 185,000.00
MADISON WI 53713 2 08/26/99 00
1192889 05 10/01/99 0
4999118 O 09/01/16
0
3032952 K14/C71 F 73,211.43 ZZ
180 71,550.99 1
613 LAKE 12.999 926.25 110
12.499 926.25 67,000.00
QUINNESEC MI 49876 5 11/24/98 00
1192897 05 01/01/99 0
4283619 O 12/01/13
0
3032953 K14/C71 F 41,036.20 ZZ
360 40,947.19 1
1024 IRONSIDE ROAD 10.992 390.55 103
10.492 390.55 40,000.00
CAMDEN NJ 08104 1 03/30/99 00
1192905 07 05/01/99 0
4559819 O 04/01/29
0
3032954 K14/C71 F 69,072.16 ZZ
360 68,860.33 1
1084 ZEBULON AVENUE 13.052 766.88 104
12.552 766.88 67,000.00
COLUMBUS OH 43224 1 04/09/99 00
1192913 05 05/09/99 0
4614623 O 04/09/29
0
3032955 K14/C71 F 103,559.90 ZZ
300 102,644.57 1
1
236 S WASHINGTON ST 10.938 1,010.37 108
10.438 1,010.37 96,000.00
BOYERTOWN PA 19512 2 09/11/98 00
1192921 05 10/16/98 0
4136926 O 09/16/23
0
3032956 K14/C71 F 83,829.50 ZZ
175 82,994.47 1
849 KNOBB HILL DRIVE 9.370 879.58 103
8.870 879.58 82,000.00
VEEDERSBURG IN 47987 2 09/16/99 00
1192939 05 10/01/99 0
4574826 O 04/01/14
0
3032957 K14/C71 F 59,896.88 ZZ
240 59,723.57 1
2244 MAPLEWOOD 12.814 693.82 104
12.314 693.82 58,000.00
TOLEDO OH 43620 2 07/27/99 00
1192947 05 09/01/99 0
4891929 O 08/01/19
0
3032958 K14/C71 F 61,758.36 ZZ
180 61,279.91 1
2918 YALE ST 12.042 742.87 103
11.542 742.87 60,000.00
FLINT MI 48503 2 08/26/99 00
1192954 05 10/01/99 0
4998529 O 09/01/14
0
3032959 K14/C71 F 60,824.74 ZZ
360 60,204.19 1
7428 38TH AVENUE NORTH 14.027 722.00 104
13.527 722.00 59,000.00
ST PETERSBURG FL 33710 2 02/22/99 00
1192962 05 04/01/99 0
4478630 O 03/01/29
0
3032960 K14/C71 F 91,547.92 ZZ
240 91,396.33 1
1108 HORTON RD 12.814 1,060.45 104
12.314 1,060.45 88,500.00
DURHAM NC 27704 2 08/24/99 00
1192970 05 10/01/99 0
1
4988132 O 09/01/19
0
3032961 K14/C71 F 54,075.00 ZZ
240 53,618.66 1
4TH AND MAIN 12.508 614.67 103
12.008 614.67 52,500.00
LEQUIRE OK 74943 5 04/26/99 00
1192988 05 06/01/99 0
4642333 O 05/01/19
0
3032962 K14/C71 F 65,497.50 ZZ
180 64,582.78 1
6442 PEOPLES ROAD 10.352 718.01 103
9.852 718.01 64,000.00
SODUS NY 14551 2 06/25/99 00
1192996 05 08/01/99 0
4808738 O 07/01/14
0
3032963 K14/C71 F 82,400.00 ZZ
360 81,201.06 1
2108 BUFFALO ST 12.576 884.28 103
12.076 884.28 80,000.00
SENECA CASTLE NY 14547 5 08/21/98 00
1193002 05 10/01/98 0
4107039 O 09/01/28
0
3032965 K14/C71 F 65,170.16 ZZ
300 65,133.90 1
800 SE 1ST ST 12.001 686.44 104
11.501 686.44 63,000.00
WASHINGTON IN 47501 5 09/02/99 00
1193010 05 10/08/99 0
5024951 O 09/08/24
0
3032966 K14/C71 F 23,687.61 ZZ
120 22,573.32 1
517 W PHOENIX AVE 10.114 314.53 103
9.614 314.53 23,000.00
ELOY AZ 85231 1 05/21/99 00
1193028 05 07/01/99 0
4708253 O 06/01/09
0
1
3032967 K14/C71 F 77,783.24 ZZ
240 77,065.35 1
222 WEST BROWN RD 9 13.656 947.88 103
13.156 947.88 76,000.00
MESA AZ 85201 5 06/15/99 00
1193036 07 08/01/99 0
4775953 O 07/01/19
0
3032968 K14/C71 F 75,773.20 ZZ
180 74,500.04 1
BOX 40 RT 2 12.900 953.73 104
12.400 953.73 73,500.00
FARMER CITY IL 61842 2 02/23/99 00
1193044 05 04/01/99 0
4479955 O 03/01/14
0
3032969 K14/C71 F 118,279.57 ZZ
240 114,046.76 1
36 INDIAN SPRINGS DR NE 10.000 1,141.42 103
9.500 1,141.42 115,000.00
RYDAL GA 30171 5 11/24/97 00
1193051 05 12/01/97 0
3053156 O 11/01/17
0
3032970 K14/C71 F 48,214.66 ZZ
180 46,493.06 1
104 VINE ST PO BOX 282 10.605 536.11 110
10.105 536.11 44,000.00
KINGMAN IN 47952 5 03/23/99 00
1193069 05 05/01/99 0
4562356 O 04/01/14
0
3032973 K14/C71 F 74,226.81 ZZ
240 74,011.30 1
1530 CACAO LN 14.453 947.55 104
13.953 947.55 72,000.00
WEST SALEM OH 44287 5 08/10/99 00
1193077 27 09/16/99 0
4937058 O 08/16/19
0
3032974 K14/C71 F 44,329.90 ZZ
180 42,953.26 1
13407 S KOSTNER AVE 12.409 543.75 104
11.909 543.75 43,000.00
1
ROBBINS IL 60472 2 10/27/98 00
1193085 05 12/01/98 0
4240359 O 11/01/13
0
3032975 K14/C71 F 42,222.22 ZZ
180 41,744.77 1
1016 E 7TH ST 11.563 494.93 103
11.063 494.93 41,000.00
SEDALIA MO 65301 2 06/11/99 00
1193093 05 08/01/99 0
4767659 O 07/01/14
0
3032976 K14/C71 F 31,112.44 ZZ
120 29,920.14 1
105 3RD STREET 12.042 447.13 101
11.542 447.13 31,000.00
MAMMOTH AZ 85618 5 05/24/99 00
1193101 05 07/01/99 0
4712161 O 06/01/09
0
3032977 K14/C71 F 34,430.49 ZZ
173 33,488.66 1
313 4TH AVE 9.604 367.32 99
9.104 367.32 35,000.00
CHESAPEAKE OH 45619 5 03/24/99 00
1193119 05 04/14/99 0
4090462 O 08/14/13
0
3032978 K14/C71 F 32,362.45 ZZ
181 31,344.37 1
921 ASH ST 11.568 378.67 108
11.068 378.67 30,000.00
TOLEDO OH 43611 2 12/26/98 00
1193127 05 02/01/99 0
4344162 O 02/01/14
0
3032979 K14/C71 F 58,604.13 ZZ
180 57,272.11 1
210 YAKIMA ST 12.022 704.18 109
11.522 704.18 54,000.00
UMATILLA OR 97882 5 01/22/99 00
1193135 05 03/01/99 0
4411765 O 02/01/14
0
1
3032981 K14/C71 F 74,152.00 ZZ
180 72,258.36 1
15 COUNTRY WAY 12.733 925.21 103
12.233 925.21 72,000.00
SALEM NY 12865 2 08/20/98 00
1193143 27 10/01/98 0
4109066 O 09/01/13
0
3032982 K14/C71 F 25,728.16 ZZ
180 24,910.83 2
309 AND 309 ONE HALF PINE ST 12.041 309.46 103
11.541 309.46 25,000.00
JOHNSTOWN PA 15902 5 08/21/98 00
1193150 05 10/01/98 0
4108167 O 09/01/13
0
3032983 K14/C71 F 170,732.20 ZZ
240 170,564.95 1
106 ALFRED STREET 12.233 1,907.72 104
11.733 1,907.72 165,000.00
CORNWALL NY 12518 5 08/31/99 00
1193168 05 10/07/99 0
5011167 O 09/07/19
0
3032985 K14/C71 F 85,478.89 ZZ
240 83,752.82 1
1405 PLEASANT RIDGE RD 11.529 913.28 103
11.029 913.28 83,000.00
GREENSBORO NC 27409 2 11/24/98 00
1193176 05 01/01/99 0
4288874 O 12/01/18
0
3032986 K14/C71 F 69,714.28 ZZ
240 67,631.26 2
3792 E 54TH ST 11.393 738.32 103
10.893 738.32 68,000.00
CLEVELAND OH 44105 5 01/08/99 00
1193184 05 02/12/99 0
4362780 O 01/12/19
0
3032987 K14/C71 F 47,518.48 ZZ
180 46,444.58 1
1
161 WEST STATE ROAD 62 10.989 539.77 104
10.489 539.77 46,000.00
SULPHER IN 47174 2 02/23/99 00
1193192 05 04/01/99 0
4494180 O 03/01/14
0
3032988 K14/C71 F 155,339.80 ZZ
360 155,137.58 1
1401 PLYMOUTH BLVD 11.456 1,533.10 104
10.956 1,533.10 150,000.00
NORRISTOWN PA 19401 1 09/01/99 00
1193200 05 10/15/99 0
5000882 O 09/15/29
0
3032989 K14/C71 F 51,642.33 ZZ
180 49,897.77 1
4405 FLEMING RD 12.503 636.60 110
12.003 636.60 47,000.00
FLINT MI 48504 5 07/14/98 00
1193218 05 09/01/98 0
4041283 O 08/01/13
0
3032990 K14/H74 F 69,241.86 ZZ
360 69,019.47 1
1249 MEDA 11.501 685.75 104
11.001 685.75 67,000.00
MEMPHIS TN 38114 2 01/26/98 00
1193226 05 03/01/98 0
3170284 O 02/01/28
0
3032991 K14/C71 F 64,948.45 ZZ
180 63,674.57 1
2020 RICHMOND STREET 12.900 817.49 104
12.400 817.49 63,000.00
ROCKFORD IL 61101 5 01/26/99 00
1193234 05 03/01/99 0
4423585 O 02/01/14
0
3032992 K14/C71 F 66,964.03 ZZ
292 65,589.32 1
1502 YANCEY STREET 10.692 644.11 100
10.192 644.11 67,000.00
TALLAHASSEE FL 32303 5 04/20/99 00
1193242 05 05/10/99 0
1
4050886 O 08/10/23
0
3032993 K14/C71 F 61,194.48 ZZ
180 60,292.30 1
3130 S TERM ST 10.125 662.29 110
9.625 662.29 56,000.00
BURTON MI 48509 2 08/23/99 00
1193259 05 10/01/99 0
4985486 O 09/01/14
0
3032994 K14/C71 F 109,165.80 ZZ
360 108,998.27 1
1645 REGENT STREET 10.134 968.84 103
9.634 968.84 106,000.00
NILES MI 49120 1 06/30/99 00
1193267 05 08/01/99 0
4816587 O 07/01/29
0
3032996 K14/C71 F 81,367.80 ZZ
240 80,975.75 1
530 SANDALWOOD DR 12.999 953.23 103
12.499 953.23 79,000.00
LEXINGTON KY 40505 5 05/18/99 00
1193275 05 07/01/99 0
4699092 O 06/01/19
0
3032997 K14/C71 F 36,245.95 ZZ
120 33,958.98 1
186 12TH ST 11.105 501.44 104
10.605 501.44 35,000.00
AMBRIDGE PA 15003 5 01/05/99 00
1193283 05 02/11/99 0
4356993 O 01/11/09
0
3032998 K14/C71 F 58,958.47 ZZ
354 58,922.82 1
319 WEST FIR AVENUE 11.344 578.03 120
10.844 578.03 49,500.00
PIRTLEVILLE AZ 85626 1 09/28/99 00
1193291 05 10/07/99 0
4506693 O 03/07/29
0
1
3032999 K14/C71 F 156,251.00 ZZ
360 155,622.20 1
13374 NORTHWEST 2ND TERR 10.990 1,486.83 103
10.490 1,486.83 153,000.00
MIAMI FL 33182 5 08/25/98 00
1193309 05 10/01/98 0
4116194 O 09/01/28
0
3033000 K14/C71 F 41,698.04 ZZ
240 41,405.59 1
1425 W. GRAND BLVD. 12.962 487.40 105
12.462 487.40 40,000.00
DETROIT MI 48208 5 07/23/99 00
1193317 05 09/01/99 0
4881494 O 08/01/19
0
3033001 K14/C71 F 64,632.89 ZZ
96 62,403.51 1
8994 E WASHINGTON STREET 12.481 1,067.62 104
11.981 1,067.62 62,500.00
DELONG IN 46922 5 06/28/99 00
1193325 05 08/02/99 0
4810996 O 07/02/07
0
3033002 K14/C71 F 100,000.00 ZZ
240 98,193.69 1
4704 W WILBUR AVE 13.153 1,182.49 103
12.653 1,182.49 98,000.00
MILWAUKEE WI 53220 5 11/11/98 00
1193333 05 01/01/99 0
4262298 O 12/01/18
0
3033003 K14/C71 F 78,350.52 ZZ
360 78,306.22 1
351 NORTH ADAMS STREET 12.076 810.51 104
11.576 810.51 76,000.00
EL PASO IL 61738 5 08/10/99 00
1193341 05 09/14/99 0
4938798 O 08/14/29
0
1
TOTAL NUMBER OF LOANS : 1,283
TOTAL ORIGINAL BALANCE : 112,776,352.14
TOTAL PRINCIPAL BALANCE : 110,861,295.65
TOTAL ORIGINAL P+I : 1,238,174.56
TOTAL CURRENT P+I : 1,237,967.56
***************************
* END OF REPORT *
***************************
1
RUN ON : 02/16/00 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 17.01.51 FIXED PASSTHRU REPORT AMORTIZED BALANCE
SERIES : RAMP 2000-RZ1 FIXED CUTOFF : 02/01/00
POOL : 0004419
:
:
POOL STATUS: F
RFC LOAN NUMBER SUB SERV FEE
PRINCIPAL BALANCE MSTR SERV FEE
CURR NOTE RATE ALL EXP
RFC NET RATE MISC EXP
NET MTG RATE(INVSTR RATE) SPREAD
POST STRIP RATE STRIP
------------------------------------------------------------------------
2917018 .5000
89,142.27 .0500
8.2500 .0000
7.7500 .2150
7.4850 .0000
7.4850 .0000
2917030 .5000
117,276.76 .0500
10.3780 .0000
9.8780 .2150
9.6130 .0000
9.6130 .0000
2917046 .5000
61,940.85 .0500
8.2500 .0000
7.7500 .2150
7.4850 .0000
7.4850 .0000
2917047 .5000
105,498.68 .0500
10.5700 .0000
10.0700 .2150
9.8050 .0000
9.8050 .0000
2917048 .5000
91,006.59 .0500
10.5380 .0000
10.0380 .2150
9.7730 .0000
9.7730 .0000
2917067 .5000
148,924.80 .0500
9.8750 .0000
9.3750 .2150
9.1100 .0000
9.1100 .0000
1
2917114 .5000
131,148.15 .0500
8.6400 .0000
8.1400 .2150
7.8750 .0000
7.8750 .0000
2917115 .5000
110,975.44 .0500
10.2500 .0000
9.7500 .2150
9.4850 .0000
9.4850 .0000
2917116 .5000
73,694.72 .0500
9.2600 .0000
8.7600 .2150
8.4950 .0000
8.4950 .0000
2917146 .5000
161,441.86 .0500
10.6800 .0000
10.1800 .2150
9.9150 .0000
9.9150 .0000
2917228 .5000
154,284.13 .0500
8.2500 .0000
7.7500 .2150
7.4850 .0000
7.4850 .0000
2917234 .5000
234,769.95 .0500
9.0000 .0000
8.5000 .2150
8.2350 .0000
8.2350 .0000
2917266 .5000
48,632.07 .0500
9.1300 .0000
8.6300 .2150
8.3650 .0000
8.3650 .0000
2917270 .5000
137,492.23 .0500
11.0520 .0000
10.5520 .2150
10.2870 .0000
10.2870 .0000
1
2917287 .5000
106,800.82 .0500
10.5000 .0000
10.0000 .2150
9.7350 .0000
9.7350 .0000
2917289 .5000
141,658.74 .0500
11.9350 .0000
11.4350 .2150
11.1700 .0000
11.1700 .0000
2917320 .5000
141,545.24 .0500
10.6400 .0000
10.1400 .2150
9.8750 .0000
9.8750 .0000
2917352 .5000
177,954.25 .0500
8.2100 .0000
7.7100 .2150
7.4450 .0000
7.4450 .0000
2917358 .5000
97,176.91 .0500
9.0900 .0000
8.5900 .2150
8.3250 .0000
8.3250 .0000
2917364 .5000
81,504.64 .0500
9.7570 .0000
9.2570 .2150
8.9920 .0000
8.9920 .0000
2917371 .5000
128,153.41 .0500
11.9200 .0000
11.4200 .2150
11.1550 .0000
11.1550 .0000
2917375 .5000
123,635.23 .0500
12.8720 .0000
12.3720 .2150
12.1070 .0000
12.1070 .0000
1
2917381 .5000
129,976.19 .0500
10.8650 .0000
10.3650 .2150
10.1000 .0000
10.1000 .0000
2917398 .5000
83,865.23 .0500
8.9900 .0000
8.4900 .2150
8.2250 .0000
8.2250 .0000
2917412 .5000
151,747.20 .0500
10.9280 .0000
10.4280 .2150
10.1630 .0000
10.1630 .0000
2917444 .5000
127,376.19 .0500
10.4000 .0000
9.9000 .2150
9.6350 .0000
9.6350 .0000
2917455 .5000
64,892.31 .0500
10.0650 .0000
9.5650 .2150
9.3000 .0000
9.3000 .0000
2917464 .5000
62,203.67 .0500
9.5630 .0000
9.0630 .2150
8.7980 .0000
8.7980 .0000
2917556 .5000
93,253.50 .0500
8.9300 .0000
8.4300 .2150
8.1650 .0000
8.1650 .0000
2917589 .5000
90,057.79 .0500
12.4290 .0000
11.9290 .2150
11.6640 .0000
11.6640 .0000
1
2917612 .5000
81,298.34 .0500
12.5510 .0000
12.0510 .2150
11.7860 .0000
11.7860 .0000
2917619 .5000
116,980.22 .0500
10.2200 .0000
9.7200 .2150
9.4550 .0000
9.4550 .0000
2917665 .5000
117,052.32 .0500
10.4000 .0000
9.9000 .2150
9.6350 .0000
9.6350 .0000
2917676 .5000
61,523.92 .0500
10.7930 .0000
10.2930 .2150
10.0280 .0000
10.0280 .0000
2917682 .5000
95,330.70 .0500
10.4200 .0000
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11.5180 .2150
11.2530 .0000
11.2530 .0000
3030112 .5000
100,770.85 .0500
12.6480 .0000
12.1480 .2150
11.8830 .0000
11.8830 .0000
3030113 .5000
127,320.37 .0500
11.7740 .0000
11.2740 .2150
11.0090 .0000
11.0090 .0000
1
3030114 .5000
60,349.53 .0500
11.5610 .0000
11.0610 .2150
10.7960 .0000
10.7960 .0000
3030115 .5000
75,938.36 .0500
10.7460 .0000
10.2460 .2150
9.9810 .0000
9.9810 .0000
3030116 .5000
115,660.00 .0500
9.7750 .0000
9.2750 .2150
9.0100 .0000
9.0100 .0000
3030117 .5000
187,868.93 .0500
9.5880 .0000
9.0880 .2150
8.8230 .0000
8.8230 .0000
3030118 .5000
94,291.65 .0500
9.3920 .0000
8.8920 .2150
8.6270 .0000
8.6270 .0000
3030119 .5000
63,986.92 .0500
9.4590 .0000
8.9590 .2150
8.6940 .0000
8.6940 .0000
3030121 .5000
52,203.76 .0500
11.4260 .0000
10.9260 .2150
10.6610 .0000
10.6610 .0000
3030122 .5000
37,652.00 .0500
10.1420 .0000
9.6420 .2150
9.3770 .0000
9.3770 .0000
1
3030123 .5000
87,540.12 .0500
9.5200 .0000
9.0200 .2150
8.7550 .0000
8.7550 .0000
3030124 .5000
68,124.22 .0500
12.4290 .0000
11.9290 .2150
11.6640 .0000
11.6640 .0000
3030126 .5000
78,435.94 .0500
9.9900 .0000
9.4900 .2150
9.2250 .0000
9.2250 .0000
3030127 .5000
62,937.69 .0500
11.5130 .0000
11.0130 .2150
10.7480 .0000
10.7480 .0000
3030128 .5000
106,091.35 .0500
9.2640 .0000
8.7640 .2150
8.4990 .0000
8.4990 .0000
3030129 .5000
132,438.80 .0500
10.1260 .0000
9.6260 .2150
9.3610 .0000
9.3610 .0000
3030130 .5000
48,630.67 .0500
9.5320 .0000
9.0320 .2150
8.7670 .0000
8.7670 .0000
3030131 .5000
95,790.47 .0500
10.8900 .0000
10.3900 .2150
10.1250 .0000
10.1250 .0000
1
3030132 .5000
118,736.58 .0500
11.0390 .0000
10.5390 .2150
10.2740 .0000
10.2740 .0000
3030133 .5000
107,435.06 .0500
9.3540 .0000
8.8540 .2150
8.5890 .0000
8.5890 .0000
3030134 .5000
52,719.12 .0500
12.4090 .0000
11.9090 .2150
11.6440 .0000
11.6440 .0000
3030135 .5000
60,772.97 .0500
11.5640 .0000
11.0640 .2150
10.7990 .0000
10.7990 .0000
3030136 .5000
57,690.59 .0500
10.7930 .0000
10.2930 .2150
10.0280 .0000
10.0280 .0000
3030137 .5000
77,177.07 .0500
11.5990 .0000
11.0990 .2150
10.8340 .0000
10.8340 .0000
3030138 .5000
31,460.22 .0500
12.2490 .0000
11.7490 .2150
11.4840 .0000
11.4840 .0000
3030139 .5000
40,661.69 .0500
11.6680 .0000
11.1680 .2150
10.9030 .0000
10.9030 .0000
1
3030140 .5000
108,658.30 .0500
10.5340 .0000
10.0340 .2150
9.7690 .0000
9.7690 .0000
3030141 .5000
69,155.48 .0500
10.5990 .0000
10.0990 .2150
9.8340 .0000
9.8340 .0000
3030142 .5000
49,299.77 .0500
10.5200 .0000
10.0200 .2150
9.7550 .0000
9.7550 .0000
3030143 .5000
142,852.59 .0500
9.4430 .0000
8.9430 .2150
8.6780 .0000
8.6780 .0000
3030144 .5000
70,021.28 .0500
11.0650 .0000
10.5650 .2150
10.3000 .0000
10.3000 .0000
3030145 .5000
116,560.31 .0500
14.3010 .0000
13.8010 .2150
13.5360 .0000
13.5360 .0000
3030146 .5000
79,041.30 .0500
11.8190 .0000
11.3190 .2150
11.0540 .0000
11.0540 .0000
3030147 .5000
72,343.81 .0500
11.0950 .0000
10.5950 .2150
10.3300 .0000
10.3300 .0000
1
3030148 .5000
61,303.80 .0500
12.9840 .0000
12.4840 .2150
12.2190 .0000
12.2190 .0000
3030149 .5000
32,479.95 .0500
11.7030 .0000
11.2030 .2150
10.9380 .0000
10.9380 .0000
3030150 .5000
50,363.59 .0500
11.4260 .0000
10.9260 .2150
10.6610 .0000
10.6610 .0000
3030151 .5000
76,297.63 .0500
10.6050 .0000
10.1050 .2150
9.8400 .0000
9.8400 .0000
3030152 .5000
44,586.68 .0500
10.8750 .0000
10.3750 .2150
10.1100 .0000
10.1100 .0000
3030153 .5000
135,374.80 .0500
11.5620 .0000
11.0620 .2150
10.7970 .0000
10.7970 .0000
3030155 .5000
76,085.36 .0500
13.0520 .0000
12.5520 .2150
12.2870 .0000
12.2870 .0000
3030156 .5000
148,910.92 .0500
10.0460 .0000
9.5460 .2150
9.2810 .0000
9.2810 .0000
1
3030157 .5000
100,908.98 .0500
12.0880 .0000
11.5880 .2150
11.3230 .0000
11.3230 .0000
3030158 .5000
54,562.65 .0500
12.1200 .0000
11.6200 .2150
11.3550 .0000
11.3550 .0000
3030159 .5000
145,993.76 .0500
11.0850 .0000
10.5850 .2150
10.3200 .0000
10.3200 .0000
3030160 .5000
82,379.90 .0500
10.0900 .0000
9.5900 .2150
9.3250 .0000
9.3250 .0000
3030162 .5000
44,611.46 .0500
12.2240 .0000
11.7240 .2150
11.4590 .0000
11.4590 .0000
3030163 .5000
81,037.21 .0500
11.4260 .0000
10.9260 .2150
10.6610 .0000
10.6610 .0000
3030164 .5000
31,476.85 .0500
12.9170 .0000
12.4170 .2150
12.1520 .0000
12.1520 .0000
3030165 .5000
104,810.91 .0500
10.1320 .0000
9.6320 .2150
9.3670 .0000
9.3670 .0000
1
3030166 .5000
53,090.25 .0500
12.4260 .0000
11.9260 .2150
11.6610 .0000
11.6610 .0000
3030167 .5000
41,045.64 .0500
11.0990 .0000
10.5990 .2150
10.3340 .0000
10.3340 .0000
3030168 .5000
73,880.72 .0500
9.8560 .0000
9.3560 .2150
9.0910 .0000
9.0910 .0000
3030169 .5000
44,829.82 .0500
11.4040 .0000
10.9040 .2150
10.6390 .0000
10.6390 .0000
3030170 .5000
112,174.62 .0500
10.1260 .0000
9.6260 .2150
9.3610 .0000
9.3610 .0000
3030171 .5000
32,523.64 .0500
10.6040 .0000
10.1040 .2150
9.8390 .0000
9.8390 .0000
3030172 .5000
65,542.43 .0500
10.1250 .0000
9.6250 .2150
9.3600 .0000
9.3600 .0000
3030173 .5000
159,176.23 .0500
10.0910 .0000
9.5910 .2150
9.3260 .0000
9.3260 .0000
1
3032942 .5000
117,172.98 .0500
10.8380 .0000
10.3380 .2150
10.0730 .0000
10.0730 .0000
3032944 .5000
18,808.12 .0500
11.5620 .0000
11.0620 .2150
10.7970 .0000
10.7970 .0000
3032945 .5000
55,501.09 .0500
11.8190 .0000
11.3190 .2150
11.0540 .0000
11.0540 .0000
3032946 .5000
85,321.28 .0500
9.4730 .0000
8.9730 .2150
8.7080 .0000
8.7080 .0000
3032947 .5000
64,171.52 .0500
12.4090 .0000
11.9090 .2150
11.6440 .0000
11.6440 .0000
3032950 .5000
50,934.42 .0500
12.8210 .0000
12.3210 .2150
12.0560 .0000
12.0560 .0000
3032951 .5000
193,634.92 .0500
12.1370 .0000
11.6370 .2150
11.3720 .0000
11.3720 .0000
3032952 .5000
71,550.99 .0500
12.9990 .0000
12.4990 .2150
12.2340 .0000
12.2340 .0000
1
3032953 .5000
40,947.19 .0500
10.9920 .0000
10.4920 .2150
10.2270 .0000
10.2270 .0000
3032954 .5000
68,860.33 .0500
13.0520 .0000
12.5520 .2150
12.2870 .0000
12.2870 .0000
3032955 .5000
102,644.57 .0500
10.9380 .0000
10.4380 .2150
10.1730 .0000
10.1730 .0000
3032956 .5000
82,994.47 .0500
9.3700 .0000
8.8700 .2150
8.6050 .0000
8.6050 .0000
3032957 .5000
59,723.57 .0500
12.8140 .0000
12.3140 .2150
12.0490 .0000
12.0490 .0000
3032958 .5000
61,279.91 .0500
12.0420 .0000
11.5420 .2150
11.2770 .0000
11.2770 .0000
3032959 .5000
60,204.19 .0500
14.0270 .0000
13.5270 .2150
13.2620 .0000
13.2620 .0000
3032960 .5000
91,396.33 .0500
12.8140 .0000
12.3140 .2150
12.0490 .0000
12.0490 .0000
1
3032961 .5000
53,618.66 .0500
12.5080 .0000
12.0080 .2150
11.7430 .0000
11.7430 .0000
3032962 .5000
64,582.78 .0500
10.3520 .0000
9.8520 .2150
9.5870 .0000
9.5870 .0000
3032963 .5000
81,201.06 .0500
12.5760 .0000
12.0760 .2150
11.8110 .0000
11.8110 .0000
3032965 .5000
65,133.90 .0500
12.0010 .0000
11.5010 .2150
11.2360 .0000
11.2360 .0000
3032966 .5000
22,573.32 .0500
10.1140 .0000
9.6140 .2150
9.3490 .0000
9.3490 .0000
3032967 .5000
77,065.35 .0500
13.6560 .0000
13.1560 .2150
12.8910 .0000
12.8910 .0000
3032968 .5000
74,500.04 .0500
12.9000 .0000
12.4000 .2150
12.1350 .0000
12.1350 .0000
3032969 .5000
114,046.76 .0500
10.0000 .0000
9.5000 .2150
9.2350 .0000
9.2350 .0000
1
3032970 .5000
46,493.06 .0500
10.6050 .0000
10.1050 .2150
9.8400 .0000
9.8400 .0000
3032973 .5000
74,011.30 .0500
14.4530 .0000
13.9530 .2150
13.6880 .0000
13.6880 .0000
3032974 .5000
42,953.26 .0500
12.4090 .0000
11.9090 .2150
11.6440 .0000
11.6440 .0000
3032975 .5000
41,744.77 .0500
11.5630 .0000
11.0630 .2150
10.7980 .0000
10.7980 .0000
3032976 .5000
29,920.14 .0500
12.0420 .0000
11.5420 .2150
11.2770 .0000
11.2770 .0000
3032977 .5000
33,488.66 .0500
9.6040 .0000
9.1040 .2150
8.8390 .0000
8.8390 .0000
3032978 .5000
31,344.37 .0500
11.5680 .0000
11.0680 .2150
10.8030 .0000
10.8030 .0000
3032979 .5000
57,272.11 .0500
12.0220 .0000
11.5220 .2150
11.2570 .0000
11.2570 .0000
1
3032981 .5000
72,258.36 .0500
12.7330 .0000
12.2330 .2150
11.9680 .0000
11.9680 .0000
3032982 .5000
24,910.83 .0500
12.0410 .0000
11.5410 .2150
11.2760 .0000
11.2760 .0000
3032983 .5000
170,564.95 .0500
12.2330 .0000
11.7330 .2150
11.4680 .0000
11.4680 .0000
3032985 .5000
83,752.82 .0500
11.5290 .0000
11.0290 .2150
10.7640 .0000
10.7640 .0000
3032986 .5000
67,631.26 .0500
11.3930 .0000
10.8930 .2150
10.6280 .0000
10.6280 .0000
3032987 .5000
46,444.58 .0500
10.9890 .0000
10.4890 .2150
10.2240 .0000
10.2240 .0000
3032988 .5000
155,137.58 .0500
11.4560 .0000
10.9560 .2150
10.6910 .0000
10.6910 .0000
3032989 .5000
49,897.77 .0500
12.5030 .0000
12.0030 .2150
11.7380 .0000
11.7380 .0000
1
3032990 .5000
69,019.47 .0500
11.5010 .0000
11.0010 .2150
10.7360 .0000
10.7360 .0000
3032991 .5000
63,674.57 .0500
12.9000 .0000
12.4000 .2150
12.1350 .0000
12.1350 .0000
3032992 .5000
65,589.32 .0500
10.6920 .0000
10.1920 .2150
9.9270 .0000
9.9270 .0000
3032993 .5000
60,292.30 .0500
10.1250 .0000
9.6250 .2150
9.3600 .0000
9.3600 .0000
3032994 .5000
108,998.27 .0500
10.1340 .0000
9.6340 .2150
9.3690 .0000
9.3690 .0000
3032996 .5000
80,975.75 .0500
12.9990 .0000
12.4990 .2150
12.2340 .0000
12.2340 .0000
3032997 .5000
33,958.98 .0500
11.1050 .0000
10.6050 .2150
10.3400 .0000
10.3400 .0000
3032998 .5000
58,922.82 .0500
11.3440 .0000
10.8440 .2150
10.5790 .0000
10.5790 .0000
1
3032999 .5000
155,622.20 .0500
10.9900 .0000
10.4900 .2150
10.2250 .0000
10.2250 .0000
3033000 .5000
41,405.59 .0500
12.9620 .0000
12.4620 .2150
12.1970 .0000
12.1970 .0000
3033001 .5000
62,403.51 .0500
12.4810 .0000
11.9810 .2150
11.7160 .0000
11.7160 .0000
3033002 .5000
98,193.69 .0500
13.1530 .0000
12.6530 .2150
12.3880 .0000
12.3880 .0000
3033003 .5000
78,306.22 .0500
12.0760 .0000
11.5760 .2150
11.3110 .0000
11.3110 .0000
TOTAL NUMBER OF LOANS: 1283
TOTAL BALANCE........: 110,861,295.65
1
RUN ON : 02/16/00 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 17.01.51 INITIAL SECURITY FEES AMORTIZED BALANCE
SERIES : RAMP 2000-RZ1 FIXE FIXED SUMMARY REPORT CUTOFF : 02/01/00
POOL : 0004419
:
:
POOL STATUS: F
WEIGHTED AVERAGES FROM TO
--------------------------------------------------------------------------
CURR NOTE RATE 10.9320 8.2100 14.4530
RFC NET RATE 10.4320 7.7100 13.9530
NET MTG RATE(INVSTR RATE) 10.1670 7.4450 13.6880
POST STRIP RATE 10.1670 7.4450 13.6880
SUB SERV FEE .5000 .5000 .5000
MSTR SERV FEE .0500 .0500 .0500
ALL EXP .0000 .0000 .0000
MISC EXP .2150 .2150 .2150
SPREAD .0000 .0000 .0000
STRIP .0000 .0000 .0000
TOTAL NUMBER OF LOANS: 1283
TOTAL BALANCE........: 110,861,295.65
***************************
* END OF REPORT *
***************************
<PAGE>
EXHIBIT G
FORMS OF REQUEST FOR RELEASE
DATE:
TO:
RE: REQUEST FOR RELEASE OF DOCUMENTS
In connection with the administration of the pool of Mortgage Loans held by you
for the referenced pool, we request the release of the Mortgage Loan File
described below.
Pooling and Servicing Agreement Dated:
Series#:
Account#:
Pool#:
Loan#:
Borrower Name(s):
Reason for Document Request: (circle one) Mortgage Loan Prepaid in Full
Mortgage Loan Repurchased
"We hereby certify that such release will not invalidate any insurance coverage
provided in respect of the Mortgage Loan pursuant to the Pooling and Servicing
Agreement."
- ---------------------------
Residential Funding Corporation
Authorized Signature
******************************************************************************
TO CUSTODIAN/TRUSTEE: Please acknowledge this request, and check off documents
being enclosed with a copy of this form. You should retain this form for your
files in accordance with the terms of the Pooling and Servicing Agreement.
Enclosed Documents: [] Promissory Note
[] Primary Insurance Policy
[] Mortgage or Deed of Trust
[] Assignment(s) of Mortgage or
Deed of Trust
[] Title Insurance Policy
[] OTHER:
- -------------------- --------------------
Name Date
- --------------------
Title
G-1
<PAGE>
EXHIBIT H-1
FORM OF TRANSFER AFFIDAVIT AND AGREEMENT
STATE OF )
) :ss.
COUNTY OF )
[NAME OF OFFICER], being first duly sworn, deposes and says:
1. That he/she is a Director of _________________ (record or
beneficial owner of the Mortgage Asset-Backed Pass-Through Certificates, Series
2000-RZ1, Class R-I, Class R-II, Class R-III and Class R-IV (collectively, the
"Class R Certificates"), (the "Owner"), a corporation duly organized and
existing under the laws of the State of Delaware, on behalf of which he/she
makes this affidavit and agreement.
2. That the Owner (i) is not and will not be, as of February 24,
2000, a "disqualified organization" within the meaning of Section 860E(e)(5) of
the Internal Revenue Code of 1986, as amended (the "Code") or an "electing large
partnership" within the meaning of Section 775 of the Code, (ii) will endeavor
to remain other than a disqualified organization and an electing large
partnership for so long as it retains its ownership in the Class R Certificates,
and (iii) is acquiring the Class R Certificates for its own account or for the
account of another Owner from which it has received an affidavit and agreement
in substantially the same form as this affidavit and agreement. (For this
purpose, a "disqualified organization" means the United States, any state or
political subdivision thereof, any agency or instrumentality of any of the
foregoing (other than an instrumentality all of the activities of which are
subject to tax and, except for the Federal Home Loan Mortgage Corporation, a
majority of whose board of directors is not selected by any such governmental
entity) or any foreign government, international organization or any agency or
instrumentality of such foreign government or organization, any rural electric
or telephone cooperative, or any organization (other than certain farmers'
cooperatives) that is generally exempt from federal income tax unless such
organization is subject to the tax on unrelated business taxable income).
3. That the Owner is aware (i) of the tax that would be imposed on
transfers of Class R Certificates to disqualified organizations under the Code,
that applies to all transfers of Class R Certificates after March 31, 1988; (ii)
that such tax would be on the transferor, or, if such transfer is through an
agent (which person includes a broker, nominee or middleman) for a disqualified
organization, on the agent; (iii) that the person otherwise liable for the tax
shall be relieved of liability for the tax if the transferee furnishes to such
person an affidavit that the transferee is not a disqualified organization and,
at the time of transfer, such person does not have actual knowledge that the
affidavit is false; and (iv) that the Class R Certificates may be "noneconomic
residual interests" within the meaning of Treasury regulations promulgated
pursuant to the Code and that the transferor of a noneconomic residual interest
will remain liable for any taxes due with respect to the income on such residual
interest, unless no significant purpose of the transfer was to impede the
assessment or collection of tax.
H-1-1
<PAGE>
4. That the Owner is aware of the tax imposed on a "pass-through
entity" holding Class R Certificates if at any time during the taxable year of
the pass-through entity a disqualified organization is the record holder of an
interest in such entity. (For this purpose, a "pass through entity" includes a
regulated investment company, a real estate investment trust or common trust
fund, a partnership, trust or estate, and certain cooperatives.)
5. That the Owner is aware that the Trustee will not register the
transfer of any Class R Certificates unless the transferee, or the transferee's
agent, delivers to it an affidavit and agreement, among other things, in
substantially the same form as this affidavit and agreement. The Owner expressly
agrees that it will not consummate any such transfer if it knows or believes
that any of the representations contained in such affidavit and agreement are
false.
6. That the Owner has reviewed the restrictions set forth on the
face of the Class R Certificates and the provisions of Section 5.02(g) of the
Pooling and Servicing Agreement under which the Class R Certificates were issued
(in particular, clause (iii)(A) and (iii)(B) of Section 5.02(g) which authorize
the Trustee to deliver payments to a person other than the Owner and negotiate a
mandatory sale by the Trustee in the event the Owner holds such Certificates in
violation of Section 5.02(g)). The Owner expressly agrees to be bound by and to
comply with such restrictions and provisions.
7. That the Owner consents to any additional restrictions or
arrangements that shall be deemed necessary upon advice of counsel to constitute
a reasonable arrangement to ensure that the Residual Certificates will only be
owned, directly or indirectly, by an Owner that is not a disqualified
organization.
8. The Owner's Taxpayer Identification Number is ______________.
9. This affidavit and agreement relates only to the Class R
Certificates held by the Owner and not to any other holder of the Class R
Certificates. The Owner understands that the liabilities described herein relate
only to the Class R Certificates.
10. That no purpose of the Owner relating to the transfer of any of
the Class R Certificates by the Owner is or will be to impede the assessment or
collection of any tax.
11. That the Owner has no present knowledge or expectation that it
will be unable to pay any United States taxes owed by it so long as any of the
Certificates remain outstanding. In this regard, the Owner hereby represents to
and for the benefit of the person from whom it acquired the Class R Certificates
that the Owner intends to pay taxes associated with holding such Class R
Certificates as they become due, fully understanding that it may incur tax
liabilities in excess of any cash flows generated by the Class R Certificates.
12. That the Owner has no present knowledge or expectation that it
will become insolvent or subject to a bankruptcy proceeding for so long as any
of the Class R Certificates remain outstanding.
H-1-2
<PAGE>
13. The Owner is a citizen or resident of the United States, a
corporation, partnership (including an entity treated as a corporation or
partnership for federal income tax purposes) or other entity created or
organized in, or under the laws of, the United States or any political
subdivision thereof (except, in the case of a partnership, to the extent
provided in regulations), an estate or trust whose income from sources without
the United States is includable in gross income for United States federal income
tax purposes regardless of its connection with the conduct of a trade or
business within the United States, or a trust other than a "foreign trust" as
defined in Section 7701(a)(31) of the Code
14. The Purchaser hereby certifies, represents and warrants to, and
covenants with the Depositor, the Trustee and the Master Servicer that the
following statements in (a) or (b) are accurate: (a) The Certificates (i) are
not being acquired by, and will not be transferred to, any employee benefit plan
within the meaning of section 3(3) of the Employee Retirement Income Security
Act of 1974, as amended ("ERISA") or other retirement arrangement, including
individual retirement accounts and annuities, Keogh plans and bank collective
investment funds and insurance company general or separate accounts in which
such plans, accounts or arrangements are invested, that is subject to Section
406 of ERISA or Section 4975 of the Internal Revenue Code of 1986 (the "Code")
(any of the foregoing, a "Plan"), (ii) are not being acquired with "plan assets"
of a Plan within the meaning of the Department of Labor ("DOL") regulation, 29
C.F.R. ss. 2510.3-101 or otherwise under ERISA, and (iii) will not be
transferred to any entity that is deemed to be investing in plan assets within
the meaning of the DOL regulation, 29 C.F.R. ss. 2510.3-101 or otherwise under
ERISA; or
(b) The Owner will provide the Trustee, the Depositor and the Master
Servicer with an opinion of counsel acceptable to and in form and substance
satisfactory to the Trustee, the Depositor and the Master Servicer to the effect
that the purchase of Certificates is permissible under applicable law, will not
constitute or result in any non-exempt prohibited transaction under ERISA or
Section 4975 of the Code and will not subject the Trustee, the Depositor or the
Master Servicer to any obligation or liability (including obligations or
liabilities under ERISA or Section 4975 of the Code) in addition to those
undertaken in the Pooling and Servicing Agreement.
In addition, the Owner hereby certifies, represents and warrants to,
and covenants with, the Depositor, the Trustee and the Master Servicer that the
Owner will not transfer such Certificates to any Plan or person unless either
such Plan or person meets the requirements set forth in either (a) or (b) above.
Capitalized terms used but not defined herein shall have the
meanings assigned in the Pooling and Servicing Agreement.
H-1-3
<PAGE>
IN WITNESS WHEREOF, the Owner has caused this instrument to be
executed on its behalf, pursuant to the authority of its Board of Directors, by
a [Title of Officer] and its corporate seal to be hereunto attached, attested by
a [Assistant] Secretary, this _____ day of _________, 20___.
[NAME OF OWNER]
BY:_________________________
Name: [Name of Officer]
Title: [Title of Officer]
[Corporate Seal]
ATTEST:
[Assistant] Secretary
Personally appeared before me the above-named [Name of Officer],
known or proven to me to be the same person who executed the foregoing
instrument and to be a [Title of Officer] of the Owner, and acknowledged to me
that he/she executed the same as his/her free act and deed and the free act and
deed of the Owner.
Subscribed and sworn before me this ______ day of _________, 20___.
NOTARY PUBLIC
COUNTY OF STATE OF My Commission expires the
_____ day of ____________, 19____.
<PAGE>
EXHIBIT H-2
FORM OF TRANSFEROR CERTIFICATE
---------------, -----
Residential Asset Mortgage Products, Inc.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Attention: Corporate Trust Administration
Re: Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ1,
Class R-I, Class R-II , Class R-III AND CLASS R-IV
Ladies and Gentlemen:
This letter is delivered to you in connection with the transfer by
________________ (THE "SELLER") TO _______________________ (THE "PURCHASER") OF
$ ___________ Initial Certificate Principal Balance of Mortgage Asset-Backed
Pass-Through Certificates, Series 2000-RZ1, Class R-I, Class R-II, Class R-III
and Class R-IV (the "Class R Certificates"), pursuant to Section 5.02 of the
Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated
as of February 1, 2000, among Residential Asset Mortgage Products, Inc., as
depositor (the "Depositor"), Residential Funding Corporation, as master servicer
and Bank One, National Association, as trustee (the "Trustee"). All terms used
herein and not otherwise defined shall have the meanings set forth in the
Pooling and Servicing Agreement. The Seller hereby certifies, represents and
warrants to, and covenants with, the Depositor and the Trustee that:
1. No purpose of the Seller relating to the transfer of the
Certificate by the Seller to the Purchaser is or will be to impede the
assessment or collection of any tax.
2. The Seller understands that the Purchaser has delivered to the
Trustee and the Master Servicer a transfer affidavit and agreement in the form
attached to the Pooling and Servicing Agreement as Exhibit H-1. The Seller does
not know or believe that any representation contained therein is false.
3. The Seller has at the time of the transfer conducted a reasonable
investigation of the financial condition of the Purchaser as contemplated by
Treasury Regulations Section 1.860E- 1(c)(4)(i) and, as a result of that
investigation, the Seller has determined that the Purchaser has historically
paid its debts as they become due and has found no significant evidence to
indicate that the Purchaser will not continue to pay its debts as they become
due in the future. The Seller
H-2-1
<PAGE>
understands that the transfer of a Class R Certificate may not be respected for
United States income tax purposes (and the Seller may continue to be liable for
United States income taxes associated therewith) unless the Seller has conducted
such an investigation.
4. The Seller has no actual knowledge that the proposed Transferee
is not both a United States Person and a Permitted Transferee.
Very truly yours,
(Seller)
BY: _______________________
NAME: ______________________
TITLE: _____________________
H-2-2
<PAGE>
EXHIBIT I
FORM OF INVESTOR REPRESENTATION LETTER
-------------------, ------
Residential Asset Mortgage Products, Inc.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Attention: Corporate Trust Administration
Re: Mortgage Asset-Backed Pass-Through Certificates,
Series 2000-RZ1, [Class R-I, R-II , R-III and
R-IV][CLASS SB]
Ladies and Gentlemen:
_________________ (the "Purchaser") intends to purchase from
______________ (the "Seller") $___________ Initial Certificate Principal Balance
of Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ1, [Class R-I,
R-II, R-III and R-IV][Class SB] (the "Certificates"), issued pursuant to the
Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated
as of February 1, 2000 among Residential Asset Mortgage Products, Inc., as
seller (the "Depositor"), Residential Funding Corporation, as master servicer
and Bank One, National Association, as trustee (the "Trustee"). All terms used
herein and not otherwise defined shall have the meanings set forth in the
Pooling and Servicing Agreement. The Purchaser hereby certifies, represents and
warrants to, and covenants with, the Depositor and the Trustee that:
1. The Purchaser understands that (a) the Certificates have not
been and will not be registered or qualified under the Securities
Act of 1933, as amended (the "Act") or any state securities law, (b)
the Depositor is not required to so register or qualify the
Certificates, (c) the Certificates may be resold only if registered
and qualified pursuant to the provisions of the Act or any state
securities law, or if an exemption from such registration and
qualification is available, (d) the Pooling and Servicing Agreement
contains restrictions regarding the transfer of the Certificates and
(e) the Certificates will bear a legend to the foregoing effect.
2. The Purchaser is acquiring the Certificates for its own
account for investment only and not with a view to or for sale in
connection with any distribution thereof in any manner that would
violate the Act or any applicable state securities laws.
I-1
<PAGE>
3. The Purchaser is (a) a substantial, sophisticated
[institutional] investor having such knowledge and experience in
financial and business matters, and, in particular, in such matters
related to securities similar to the Certificates, such that it is
capable of evaluating the merits and risks of investment in the
Certificates, (b) able to bear the economic risks of such an
investment and (c) an "accredited investor" within the meaning of
Rule 501(a) promulgated pursuant to the Act.
4. The Purchaser has been furnished with, and has had an
opportunity to review (a) [a copy of the Private Placement
Memorandum, dated ________________, ____, relating to the
Certificates (b)] a copy of the Pooling and Servicing Agreement and
[b] [c] such other information concerning the Certificates, the
Mortgage Loans and the Depositor as has been requested by the
Purchaser from the Depositor or the Seller and is relevant to the
Purchaser's decision to purchase the Certificates. The Purchaser has
had any questions arising from such review answered by the Depositor
or the Seller to the satisfaction of the Purchaser. [If the
Purchaser did not purchase the Certificates from the Seller in
connection with the initial distribution of the Certificates and was
provided with a copy of the Private Placement Memorandum (the
"Memorandum") relating to the original sale (the "Original Sale") of
the Certificates by the Depositor, the Purchaser acknowledges that
such Memorandum was provided to it by the Seller, that the
Memorandum was prepared by the Depositor solely for use in
connection with the Original Sale and the Depositor did not
participate in or facilitate in any way the purchase of the
Certificates by the Purchaser from the Seller, and the Purchaser
agrees that it will look solely to the Seller and not to the
Depositor with respect to any damage, liability, claim or expense
arising out of, resulting from or in connection with (a) error or
omission, or alleged error or omission, contained in the Memorandum,
or (b) any information, development or event arising after the date
of the Memorandum.]
5. The Purchaser has not and will not nor has it authorized or
will it authorize any person to (a) offer, pledge, sell, dispose of
or otherwise transfer any Certificate, any interest in any
Certificate or any other similar security to any person in any
manner, (b) solicit any offer to buy or to accept a pledge,
disposition of other transfer of any Certificate, any interest in
any Certificate or any other similar security from any person in any
manner, (c) otherwise approach or negotiate with respect to any
Certificate, any interest in any Certificate or any other similar
security with any person in any manner, (d) make any general
solicitation by means of general advertising or in any other manner
or (e) take any other action, that (as to any of (a) through (e)
above) would constitute a distribution of any Certificate under the
Act, that would render the disposition of any Certificate a
violation of Section 5 of the Act or any state securities law, or
that would require registration or qualification pursuant thereto.
The Purchaser will not sell or otherwise transfer any of the
Certificates, except in compliance with the provisions of the
Pooling and Servicing Agreement.
I-2
<PAGE>
Very truly yours,
(Seller)
BY: ______________________
NAME:_____________________
TITLE: ___________________
I-3
<PAGE>
EXHIBIT J
FORM OF TRANSFEROR REPRESENTATION LETTER
----------------, -----
Residential Asset Mortgage Products, Inc.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Attention:Series 2000-RZ1
Re: Mortgage Asset-Backed Pass-Through Certificates,
Series 2000-RZ1, [Class R-I, R-II, R-III and
R-IV][CLASS SB]
Ladies and Gentlemen:
IN CONNECTION WITH THE SALE BY __________ (the "Seller") to
______________ (the "Purchaser") of $____________ Initial Certificate Principal
Balance of Mortgage Asset-Backed Pass-Through Certificates, Series 2000-RZ1,
[Class R-I, R-II, R-III and R-IV][Class SB] (the "Certificates"), issued
pursuant to the Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement"), dated as of February 1, 2000 among Residential Asset Mortgage
Products, Inc., as depositor (the "Depositor"), Residential Funding Corporation,
as master servicer, and Bank One, National Association, as trustee (the
"Trustee"). The Seller hereby certifies, represents and warrants to, and
covenants with, the Depositor and the Trustee that:
Neither the Seller nor anyone acting on its behalf has (a) offered,
pledged, sold, disposed of or otherwise transferred any Certificate, any
interest in any Certificate or any other similar security to any person in any
manner, (b) has solicited any offer to buy or to accept a pledge, disposition or
other transfer of any Certificate, any interest in any Certificate or any other
similar security from any person in any manner, (c) has otherwise approached or
negotiated with respect to any Certificate, any interest in any Certificate or
any other similar security with any person in any manner, (d) has made any
general solicitation by means of general advertising or in any other manner, or
(e) has taken any other action, that (as to any of (a) through (e) above) would
constitute a distribution of the Certificates under the Securities Act of 1933
(the "Act"), that would render the disposition of any Certificate a violation of
Section 5 of the Act or any state securities law, or that would require
registration or qualification pursuant thereto. The Seller will not act, in any
manner set forth in the foregoing sentence with respect to any Certificate. The
Seller has not and will not sell or otherwise transfer any of the Certificates,
except in compliance with the provisions of the Pooling and Servicing Agreement.
J-1
<PAGE>
Very truly yours,
(Seller)
BY:_______________________
NAME:_____________________
TITLE:____________________
J-2
<PAGE>
EXHIBIT K
TEXT OF AMENDMENT TO POOLING AND SERVICING
AGREEMENT PURSUANT TO SECTION 11.01(E) FOR A
LIMITED GUARANTY
ARTICLE XII
Subordinate Certificate Loss Coverage; Limited Guaranty
SECTION 12.01. SUBORDINATE CERTIFICATE LOSS COVERAGE; LIMITED
GUARANTY. (a) Subject to subsection (c) below, prior to the later of the third
Business Day prior to each Distribution Date or the related Determination Date,
the Master Servicer shall determine whether it or any Subservicer will be
entitled to any reimbursement pursuant to Section 4.02(c) on such Distribution
Date for Advances or Subservicer Advances previously made, (which will not be
Advances or Subservicer Advances that were made with respect to delinquencies
which were subsequently determined to be Excess Special Hazard Losses, Excess
Fraud Losses, Excess Bankruptcy Losses or Extraordinary Losses) and, if so, the
Master Servicer shall demand payment from Residential Funding of an amount equal
to the amount of any Advances or Subservicer Advances reimbursed pursuant to
Section 4.02(c), to the extent such Advances or Subservicer Advances have not
been included in the amount of the Realized Loss in the related Mortgage Loan,
and shall distribute the same to the Class R Certificateholders in the same
manner as if such amount were to be distributed pursuant to Section 4.02(c).
(b) Subject to subsection (c) below, prior to the later of the third
Business Day prior to each Distribution Date or the related Determination Date,
the Master Servicer shall determine whether any Realized Losses (other than
Excess Special Hazard Losses, Excess Bankruptcy Losses, Excess Fraud Losses and
Extraordinary Losses) will be allocated to the Class R Certificates on such
Distribution Date pursuant to Section 4.05, and, if so, the Master Servicer
shall demand payment from Residential Funding of the amount of such Realized
Loss and shall distribute the same to the Class R Certificateholders in the same
manner as if such amount were to be distributed pursuant to Section 4.02(c);
provided, however, that the amount of such demand in respect of any Distribution
Date shall in no event be greater than the sum of (i) the additional amount of
Accrued Certificate Interest that would have been paid for the Class R
Certificateholders on such Distribution Date had such Realized Loss or Losses
not occurred plus (ii) the amount of the reduction in the Certificate Principal
Balances of the Class R Certificates on such Distribution Date due to such
Realized Loss or Losses. Notwithstanding such payment, such Realized Losses
shall be deemed to have been borne by the Certificateholders for purposes of
Section 4.05. Excess Special Hazard Losses, Excess Fraud Losses, Excess
Bankruptcy Losses and Extraordinary Losses allocated to the Class R Certificates
will not be covered by the Subordinate Certificate Loss Obligation.
(c) Demands for payments pursuant to this Section shall be made prior
to the later of the third Business Day prior to each Distribution Date or the
related Determination Date by the Master Servicer with written notice thereof to
the Trustee. The maximum amount that Residential Funding shall be required to
pay pursuant to this Section on any Distribution Date (the "Amount Available")
shall be equal to the lesser of (X) __________ minus the sum of (i) all previous
K-1
<PAGE>
payments made under subsections (a) and (b) hereof and (ii) all draws under the
Limited Guaranty made in lieu of such payments as described below in subsection
(d) and (Y) the then outstanding Certificate Principal Balances of the Class R
Certificates, or such lower amount as may be established pursuant to Section
12.02. Residential Funding's obligations as described in this Section are
referred to herein as the "Subordinate Certificate Loss Obligation."
(d) The Trustee will promptly notify General Motors Acceptance
Corporation of any failure of Residential Funding to make any payments hereunder
and shall demand payment pursuant to the limited guaranty (the "Limited
Guaranty"), executed by General Motors Acceptance Corporation, of Residential
Funding's obligation to make payments pursuant to this Section, in an amount
equal to the lesser of (i) the Amount Available and (ii) such required payments,
by delivering to General Motors Acceptance Corporation a written demand for
payment by wire transfer, not later than the second Business Day prior to the
Distribution Date for such month, with a copy to the Master Servicer.
(e) All payments made by Residential Funding pursuant to this Section
or amounts paid under the Limited Guaranty shall be deposited directly in the
Certificate Account, for distribution on the Distribution Date for such month to
the Class R Certificateholders.
(f) The Depositor shall have the option, in its sole discretion, to
substitute for either or both of the Limited Guaranty or the Subordinate
Certificate Loss Obligation another instrument in the form of a corporate
guaranty, an irrevocable letter of credit, a surety bond, insurance policy or
similar instrument or a reserve fund; provided that (i) the Depositor obtains an
Opinion of Counsel (which need not be an opinion of Independent counsel) to the
effect that obtaining such substitute corporate guaranty, irrevocable letter of
credit, surety bond, insurance policy or similar instrument or reserve fund will
not cause either (a) any federal tax to be imposed on the Trust Fund, including
without limitation, any federal tax imposed on "prohibited transactions" under
Section 860(F)(a)(1) of the Code or on "contributions after the startup date"
under Section 860(G)(d)(1) of the Code or (b) the Trust Fund to fail to qualify
as a REMIC at any time that any Certificate is outstanding, and (ii) no such
substitution shall be made unless (A) the substitute Limited Guaranty or
Subordinate Certificate Loss Obligation is for an initial amount not less than
the then current Amount Available and contains provisions that are in all
material respects equivalent to the original Limited Guaranty or Subordinate
Certificate Loss Obligation (including that no portion of the fees,
reimbursements or other obligations under any such instrument will be borne by
the Trust Fund), (B) the long term debt obligations of any obligor of any
substitute Limited Guaranty or Subordinate Certificate Loss Obligation (if not
supported by the Limited Guaranty) shall be rated at least the lesser of (a) the
rating of the long term debt obligations of General Motors Acceptance
Corporation as of the date of issuance of the Limited Guaranty and (b) the
rating of the long term debt obligations of General Motors Acceptance
Corporation at the date of such substitution and (C) the Depositor obtains
written confirmation from each nationally recognized credit rating agency that
rated the Class R Certificates at the request of the Depositor that such
substitution shall not lower the rating on the Class R Certificates below the
lesser of (a) the then-current rating assigned to the Class R Certificates by
such rating agency and (b) the original rating assigned to the Class R
Certificates by such rating agency. Any replacement of the Limited Guaranty or
Subordinate Certificate Loss Obligation pursuant to this Section shall be
accompanied by a written Opinion of Counsel to the substitute guarantor or
obligor, addressed to the Master Servicer and the Trustee, that such substitute
K-2
<PAGE>
instrument constitutes a legal, valid and binding obligation of the substitute
guarantor or obligor, enforceable in accordance with its terms, and concerning
such other matters as the Master Servicer and the Trustee shall reasonably
request. Neither the Depositor, the Master Servicer nor the Trustee shall be
obligated to substitute for or replace the Limited Guaranty or Subordinate
Certificate Loss Obligation under any circumstance.
SECTION 12.02. AMENDMENTS RELATING TO THE LIMITED GUARANTY.
Notwithstanding Sections 11.01 or 12.01: (i) the provisions of this Article XII
may be amended, superseded or deleted, (ii) the Limited Guaranty or Subordinate
Certificate Loss Obligation may be amended, reduced or canceled, and (iii) any
other provision of this Agreement which is related or incidental to the matters
described in this Article XI may be amended in any manner; in each case by
written instrument executed or consented to by the Depositor and Residential
Funding but without the consent of any Certificateholder and without the consent
of the Master Servicer or the Trustee being required unless any such amendment
would impose any additional obligation on, or otherwise adversely affect the
interests of, the Master Servicer or the Trustee, as applicable; provided that
the Depositor shall also obtain a letter from each nationally recognized credit
rating agency that rated the Class R Certificates at the request of the
Depositor to the effect that such amendment, reduction, deletion or cancellation
will not lower the rating on the Class R Certificates below the lesser of (a)
the then-current rating assigned to the Class R Certificates by such rating
agency and (b) the original rating assigned to the Class R Certificates by such
rating agency, unless (A) the Holder of 100% of the Class R Certificates is
Residential Funding or an Affiliate of Residential Funding, or (B) such
amendment, reduction, deletion or cancellation is made in accordance with
Section 11.01(e) and, provided further that the Depositor obtains, in the case
of a material amendment or supersession (but not a reduction, cancellation or
deletion of the Limited Guaranty or the Subordinate Certificate Loss
Obligation), an Opinion of Counsel (which need not be an opinion of Independent
counsel) to the effect that any such amendment or supersession will not cause
either (a) any federal tax to be imposed on the Trust Fund, including without
limitation, any federal tax imposed on "prohibited transactions" under Section
860F(a)(1) of the Code or on "contributions after the startup date" under
Section 860G(d)(1) of the Code or (b) the Trust Fund to fail to qualify as a
REMIC at any time that any Certificate is outstanding. A copy of any such
instrument shall be provided to the Trustee and the Master Servicer together
with an Opinion of Counsel that such amendment complies with this Section 12.02.
K-3
<PAGE>
EXHIBIT L
FORM OF LIMITED GUARANTY
LIMITED GUARANTY
RESIDENTIAL ASSET SECURITIES CORPORATION
Mortgage Asset-Backed Pass-Through Certificates
Series 2000-RZ1
____________________, 20___
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Attention: Corporate Trust
Ladies and Gentlemen:
WHEREAS, Residential Funding Corporation, a Delaware corporation
("Residential Funding"), an indirect wholly-owned subsidiary of General Motors
Acceptance Corporation, a New York corporation ("GMAC"), plans to incur certain
obligations as described under Section 12.01 of the Pooling and Servicing
Agreement dated as of February 1, 2000 (the "Servicing Agreement"), among
Residential Asset Mortgage Products, Inc. (the "Depositor"), Residential Funding
and Bank One, National Association (the "Trustee") as amended by Amendment No. 1
thereto, dated as of _________, with respect to the Mortgage Asset-Backed
Pass-Through Certificates, Series 2000-RZ1 (the "Certificates"); and
WHEREAS, pursuant to Section 12.01 of the Servicing Agreement,
Residential Funding agrees to make payments to the Holders of the Class R
Certificates with respect to certain losses on the Mortgage Loans as described
in the Servicing Agreement; and
WHEREAS, GMAC desires to provide certain assurances with respect to
the ability of Residential Funding to secure sufficient funds and faithfully to
perform its Subordinate Certificate Loss Obligation;
NOW THEREFORE, in consideration of the premises herein contained and
certain other good and valuable consideration, the receipt of which is hereby
acknowledged, GMAC agrees as follows:
PROVISION OF FUNDS. (a) GMAC agrees to contribute and deposit in the
Certificate Account on behalf of Residential Funding (or otherwise provide to
Residential Funding, or to cause to be made available to Residential Funding),
either directly or through a subsidiary, in any case prior to the related
Distribution Date, such moneys as may be required by Residential Funding to
perform
L-1
<PAGE>
its Subordinate Certificate Loss Obligation when and as the same arises from
time to time upon the demand of the Trustee in accordance with Section 11.01 of
the Servicing Agreement.
(b) The agreement set forth in the preceding clause (a) shall be
absolute, irrevocable and unconditional and shall not be affected by the
transfer by GMAC or any other person of all or any part of its or their interest
in Residential Funding, by any insolvency, bankruptcy, dissolution or other
proceeding affecting Residential Funding or any other person, by any defense or
right of counterclaim, set-off or recoupment that GMAC may have against
Residential Funding or any other person or by any other fact or circumstance.
Notwithstanding the foregoing, GMAC's obligations under clause (a) shall
terminate upon the earlier of (x) substitution for this Limited Guaranty
pursuant to Section 12.01(f) of the Servicing Agreement, or (y) the termination
of the Trust Fund pursuant to the Servicing Agreement.
2. WAIVER. GMAC hereby waives any failure or delay on the part of
Residential Funding, the Trustee or any other person in asserting or enforcing
any rights or in making any claims or demands hereunder. Any defective or
partial exercise of any such rights shall not preclude any other or further
exercise of that or any other such right. GMAC further waives demand,
presentment, notice of default, protest, notice of acceptance and any other
notices with respect to this Limited Guaranty, including, without limitation,
those of action or nonaction on the part of Residential Funding or the Trustee.
3. MODIFICATION, AMENDMENT AND TERMINATION. This Limited Guaranty
may be modified, amended or terminated only by the written agreement of GMAC and
the Trustee and only if such modification, amendment or termination is permitted
under Section 12.02 of the Servicing Agreement. The obligations of GMAC under
this Limited Guaranty shall continue and remain in effect so long as the
Servicing Agreement is not modified or amended in any way that might affect the
obligations of GMAC under this Limited Guaranty without the prior written
consent of GMAC.
4. SUCCESSOR. Except as otherwise expressly provided herein, the
guarantee herein set forth shall be binding upon GMAC and its respective
successors.
5. GOVERNING LAW. This Limited Guaranty shall be governed by the
laws of the State of New York.
6. AUTHORIZATION AND RELIANCE. GMAC understands that a copy of this
Limited Guaranty shall be delivered to the Trustee in connection with the
execution of Amendment No. 1 to the Servicing Agreement and GMAC hereby
authorizes the Depositor and the Trustee to rely on the covenants and agreements
set forth herein.
7. DEFINITIONS. Capitalized terms used but not otherwise defined
herein shall have the meaning given them in the Servicing Agreement.
8. COUNTERPARTS. This Limited Guaranty may be executed in any number
of counterparts, each of which shall be deemed to be an original and such
counterparts shall constitute but one and the same instrument.
L-2
<PAGE>
IN WITNESS WHEREOF, GMAC has caused this Limited Guaranty to be
executed and delivered by its respective officers thereunto duly authorized as
of the day and year first above written.
GENERAL MOTORS ACCEPTANCE
CORPORATION
By:_____________________
Name:__________________
Title:___________________
Acknowledged by:
BANK ONE, NATIONAL ASSOCIATION,
as Trustee
By:___________________
Name:________________
Title:_________________
RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
By:___________________
Name:________________
Title:_________________
L-3
<PAGE>
EXHIBIT M
FORM OF LENDER CERTIFICATION FOR ASSIGNMENT OF MORTGAGE LOAN
----------------, ----
Residential Asset Mortgage Products, Inc.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Ladies and Gentlemen:
This letter is delivered to you in connection with the assignment by
__________________ (the "Trustee") to ___________________ (the "Lender") of
__________________ (the "Mortgage Loan") pursuant to Section 3.12(d) of the
Pooling and Servicing Agreement (the "Pooling and Servicing Agreement"), dated
as of February 1, 2000, among Residential Asset Mortgage Products, Inc., as
depositor (the "Depositor"), Residential Funding Corporation, as master
servicer, and the Trustee. All terms used herein and not otherwise defined shall
have the meanings set forth in the Pooling and Servicing Agreement. The Lender
hereby certifies, represents and warrants to, and covenants with, the Master
Servicer and the Trustee that:
(i) the Mortgage Loan is secured by Mortgaged Property located
in a jurisdiction in which an assignment in lieu of satisfaction is
required to preserve lien priority, minimize or avoid mortgage
recording taxes or otherwise comply with, or facilitate a
refinancing under, the laws of such jurisdiction;
(ii) the substance of the assignment is, and is intended to be,
a refinancing of such Mortgage Loan and the form of the transaction
is solely to comply with, or facilitate the transaction under, such
local laws;
(iii) the Mortgage Loan following the proposed assignment will
be modified to have a rate of interest at least 0.25 percent below
or above the rate of interest on such Mortgage Loan prior to such
proposed assignment; and
(iv) such assignment is at the request of the borrower under
the related Mortgage Loan.
M-1
<PAGE>
Very truly yours,
(Lender)
BY: _______________________
NAME:______________________
TITLE: ____________________
M-2
<PAGE>
EXHIBIT N
[FORM OF RULE 144A INVESTMENT REPRESENTATION]
Description of Rule 144A Securities, including numbers:
=========================================
=========================================
The undersigned seller, as registered holder (the "Seller"), intends
to transfer the Rule 144A Securities described above to the undersigned buyer
(the "Buyer").
1. In connection with such transfer and in accordance with the
agreements pursuant to which the Rule 144A Securities were issued, the Seller
hereby certifies the following facts: Neither the Seller nor anyone acting on
its behalf has offered, transferred, pledged, sold or otherwise disposed of the
Rule 144A Securities, any interest in the Rule 144A Securities or any other
similar security to, or solicited any offer to buy or accept a transfer, pledge
or other disposition of the Rule 144A Securities, any interest in the Rule 144A
Securities or any other similar security from, or otherwise approached or
negotiated with respect to the Rule 144A Securities, any interest in the Rule
144A Securities or any other similar security with, any person in any manner, or
made any general solicitation by means of general advertising or in any other
manner, or taken any other action, that would constitute a distribution of the
Rule 144A Securities under the Securities Act of 1933, as amended (the "1933
Act"), or that would render the disposition of the Rule 144A Securities a
violation of Section 5 of the 1933 Act or require registration pursuant thereto,
and that the Seller has not offered the Rule 144A Securities to any person other
than the Buyer or another "qualified institutional buyer" as defined in Rule
144A under the 1933 Act.
2. The Buyer warrants and represents to and covenants with the
Seller, the Trustee and the Master Servicer (as defined in the Pooling and
Servicing Agreement (the "Agreement"), dated as of February 1, 2000 among
Residential Funding Corporation, as Master Servicer, Residential Asset Mortgage
Products, Inc., as Depositor and Bank One, National Association, as trustee,
pursuant to Section 5.02 of the Agreement, as follows:
a. The Buyer understands that the Rule 144A Securities have
not been registered under the 1933 Act or the securities laws of any
state.
b The Buyer considers itself a substantial, sophisticated
institutional investor having such knowledge and experience in financial
and business matters that it is capable of evaluating the merits and risks
of investment in the Rule 144A Securities.
c. The Buyer has been furnished with all information regarding
the Rule 144A Securities that it has requested from the Seller, the
Trustee or the Servicer.
d. Neither the Buyer nor anyone acting on its behalf has
offered, transferred, pledged, sold or otherwise disposed of the Rule 144A
Securities, any interest in
N-1
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the Rule 144A Securities or any other similar security to, or solicited
any offer to buy or accept a transfer, pledge or other disposition of the
Rule 144A Securities, any interest in the Rule 144A Securities or any
other similar security from, or otherwise approached or negotiated with
respect to the Rule 144A Securities, any interest in the Rule 144A
Securities or any other similar security with, any person in any manner,
or made any general solicitation by means of general advertising or in any
other manner, or taken any other action, that would constitute a
distribution of the Rule 144A Securities under the 1933 Act or that would
render the disposition of the Rule 144A Securities a violation of Section
5 of the 1933 Act or require registration pursuant thereto, nor will it
act, nor has it authorized or will it authorize any person to act, in such
manner with respect to the Rule 144A Securities.
e. The Buyer is a "qualified institutional buyer" as that term
is defined in Rule 144A under the 1933 Act and has completed either of the
forms of certification to that effect attached hereto as Annex 1 or Annex
2. The Buyer is aware that the sale to it is being made in reliance on
Rule 144A. The Buyer is acquiring the Rule 144A Securities for its own
account or the accounts of other qualified institutional buyers,
understands that such Rule 144A Securities may be resold, pledged or
transferred only (i) to a person reasonably believed to be a qualified
institutional buyer that purchases for its own account or for the account
of a qualified institutional buyer to whom notice is given that the
resale, pledge or transfer is being made in reliance on Rule 144A, or (ii)
pursuant to another exemption from registration under the 1933 Act.
[3. Reserved]
4. This document may be executed in one or more counterparts and by
the different parties hereto on separate counterparts, each of which, when so
executed, shall be deemed to be an original; such counterparts, together, shall
constitute one and the same document.
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IN WITNESS WHEREOF, each of the parties has executed this document
as of the date set forth below.
- ------------------ --------------------
Print Name of Seller Print Name of Buyer
By:________________ By:_________________
Name: Name:
Title: Title:
Taxpayer Identification: Taxpayer Identification:
No:__________________ No:__________________
Date:__________________ Date:__________________
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ANNEX 1 TO EXHIBIT N
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Buyers Other Than Registered Investment Companies]
The undersigned hereby certifies as follows in connection with the
Rule 144A Investment Representation to which this Certification is attached:
1. As indicated below, the undersigned is the President, Chief
Financial Officer, Senior Vice President or other executive officer of the
Buyer.
2. In connection with purchases by the Buyer, the Buyer is a
"qualified institutional buyer" as that term is defined in Rule 144A under the
Securities Act of 1933 ("Rule 144A") because (i) the Buyer owned and/or invested
on a discretionary basis $____________ in securities (except for the excluded
securities referred to below) as of the end of the Buyer's most recent fiscal
year (such amount being calculated in accordance with Rule 144A) and (ii) the
Buyer satisfies the criteria in the category marked below.
____ CORPORATION, ETC. The Buyer is a corporation (other than a bank,
savings and loan association or similar institution), Massachusetts or
similar business trust, partnership, or charitable organization
described in Section 501(c)(3) of the Internal Revenue Code.
____ BANK. The Buyer (a) is a national bank or banking institution
organized under the laws of any State, territory or the District of
Columbia, the business of which is substantially confined to banking
and is supervised by the State or territorial banking commission or
similar official or is a foreign bank or equivalent institution, and
(b) has an audited net worth of at least $25,000,000 as demonstrated
in its latest annual financial statements, a copy of which is attached
hereto.
____ SAVINGS AND LOAN. The Buyer (a) is a savings and loan association,
building and loan association, cooperative bank, homestead
association or similar institution, which is supervised and examined
by a State or Federal authority having supervision over any such
institutions or is a foreign savings and loan association or
equivalent institution and (b) has an audited net worth of at least
$25,000,000 as demonstrated in its latest annual financial
statements.
____ BROKER-DEALER. The Buyer is a dealer registered pursuant to Section 15
of the Securities Exchange Act of 1934.
____ INSURANCE DEPOSITOR. The Buyer is an insurance company whose primary
and predominant business activity is the writing of insurance or the
reinsuring of risks underwritten by insurance companies and which is
subject to supervision by the insurance commissioner or a similar
official or agency of a State or territory or the District of
Columbia.
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____ STATE OR LOCAL PLAN. The Buyer is a plan established and maintained by
a State, its political subdivisions, or any agency or instrumentality
of the State or its political
subdivisions, for the benefit of its employees.
____ ERISA PLAN. The Buyer is an employee benefit plan within the meaning
of Title I of the Employee Retirement Income Security Act of 1974.
____ INVESTMENT ADVISER. The Buyer is an investment adviser registered
under the Investment Advisers Act of 1940.
____ SBIC. The Buyer is a Small Business Investment Company licensed by
the U.S. Small Business Administration under Section 301(c) or (d)
of the Small Business Investment Act of 1958.
____ BUSINESS DEVELOPMENT DEPOSITOR. The Buyer is a business development
company as defined in Section 202(a)(22) of the Investment Advisers
Act of 1940.
____ TRUST FUND. The Buyer is a trust fund whose trustee is a bank or
trust company and whose participants are exclusively (a) plans
established and maintained by a State, its political subdivisions,
or any agency or instrumentality of the State or its political
subdivisions, for the benefit of its employees, or (b) employee
benefit plans within the meaning of Title I of the Employee
Retirement Income Security Act of 1974, but is not a trust fund that
includes as participants individual retirement accounts or H.R.
10 plans.
3. The term "securities" as used herein does not include (i)
securities of issuers that are affiliated with the Buyer, (ii) securities that
are part of an unsold allotment to or subscription by the Buyer, if the Buyer is
a dealer, (iii) bank deposit notes and certificates of deposit, (iv) loan
participations, (v) repurchase agreements, (vi) securities owned but subject to
a repurchase agreement and (vii) currency, interest rate and commodity swaps.
4. For purposes of determining the aggregate amount of securities
owned and/or invested on a discretionary basis by the Buyer, the Buyer used the
cost of such securities to the Buyer and did not include any of the securities
referred to in the preceding paragraph. Further, in determining such aggregate
amount, the Buyer may have included securities owned by subsidiaries of the
Buyer, but only if such subsidiaries are consolidated with the Buyer in its
financial statements prepared in accordance with generally accepted accounting
principles and if the investments of such subsidiaries are managed under the
Buyer's direction. However, such securities were not included if the Buyer is a
majority-owned, consolidated subsidiary of another enterprise and the Buyer is
not itself a reporting company under the Securities Exchange Act of 1934.
5. The Buyer acknowledges that it is familiar with Rule 144A and
understands that the seller to it and other parties related to the Certificates
are relying and will continue to rely on the statements made herein because one
or more sales to the Buyer may be in reliance on Rule 144A.
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____ ____ Will the Buyer be purchasing the Rule 144A
Yes No Securities only for the Buyer's own account?
6. If the answer to the foregoing question is "no", the Buyer agrees
that, in connection with any purchase of securities sold to the Buyer for the
account of a third party (including any separate account) in reliance on Rule
144A, the Buyer will only purchase for the account of a third party that at the
time is a "qualified institutional buyer" within the meaning of Rule 144A. In
addition, the Buyer agrees that the Buyer will not purchase securities for a
third party unless the Buyer has obtained a current representation letter from
such third party or taken other appropriate steps contemplated by Rule 144A to
conclude that such third party independently meets the definition of "qualified
institutional buyer" set forth in Rule 144A.
7. The Buyer will notify each of the parties to which this certification is
madeof any changes in the information and conclusions herein. Until such
notice is given, the Buyer's purchase of Rule 144A Securities will
constitute a reaffirmation of this certification as of the date of such
purchase.
-----------------------------
Print Name of Buyer
By: ___________________
Name:
Title:
Date: ______________________
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ANNEX 2 TO EXHIBIT N
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Buyers That Are Registered Investment Companies]
The undersigned hereby certifies as follows in connection with the
Rule 144A Investment Representation to which this Certification is attached:
1. As indicated below, the undersigned is the President, Chief
Financial Officer or Senior Vice President of the Buyer or, if the Buyer is a
"qualified institutional buyer" as that term is defined in Rule 144A under the
Securities Act of 1933 ("Rule 144A") because Buyer is part of a Family of
Investment Companies (as defined below), is such an officer of the Adviser.
2. In connection with purchases by Buyer, the Buyer is a "qualified
institutional buyer" as defined in SEC Rule 144A because (i) the Buyer is an
investment company registered under the Investment Company Act of 1940, and (ii)
as marked below, the Buyer alone, or the Buyer's Family of Investment Companies,
owned at least $100,000,000 in securities (other than the excluded securities
referred to below) as of the end of the Buyer's most recent fiscal year. For
purposes of determining the amount of securities owned by the Buyer or the
Buyer's Family of Investment Companies, the cost of such securities was used.
The Buyer owned $___________________ in securities (other than the
excluded securities referred to below) as of the end of the Buyer's
most recent fiscal year (such amount being calculated in accordance
with Rule 144A).
The Buyer is part of a Family of Investment Companies which owned in
the aggregate $_________________ in securities (other than the
excluded securities referred to below) as of the end of the Buyer's
most recent fiscal year (such amount being calculated in accordance
with Rule 144A).
3. THE TERM "FAMILY OF INVESTMENT COMPANIES" as used herein means
two or more registered investment companies (or series thereof) that have the
same investment adviser or investment advisers that are affiliated (by virtue of
being majority owned subsidiaries of the same parent or because one investment
adviser is a majority owned subsidiary of the other).
4. THE TERM "SECURITIES" as used herein does not include (i)
securities of issuers that are affiliated with the Buyer or are part of the
Buyer's Family of Investment Companies, (ii) bank deposit notes and certificates
of deposit, (iii) loan participations, (iv) repurchase agreements, (v)
securities owned but subject to a repurchase agreement and (vi) currency,
interest rate and commodity swaps.
5. The Buyer is familiar with Rule 144A and understands that each of
the parties to which this certification is made are relying and will continue to
rely on the statements made herein because one or more sales to the Buyer will
be in reliance on Rule 144A. In addition, the Buyer will only purchase for the
Buyer's own account.
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6. The undersigned will notify each of the parties to which this
certification is made of any changes in the information and conclusions herein.
Until such notice, the Buyer's purchase of Rule 144A Securities will constitute
a reaffirmation of this certification by the undersigned as of the date of such
purchase.
---------------------
Print Name of Buyer
By:__________________
Name:
Title:
IF AN ADVISER:
------------------------
Print Name of Buyer
Date: __________________
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<PAGE>
EXHIBIT O
FORM OF ERISA LETTER
--------------, ----
Residential Asset Mortgage Products, Inc.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
Bank One, National Association
1 Bank One Plaza
Suite IL1-0126
Chicago, Illinois 60670-0126
Residential Funding Corporation
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MN 55437
Attention: Residential Funding Corporation Series 2000-RZ1
Re: Mortgage Asset-Backed Pass-Through Certificates,
SERIES 2000-RZ1
Ladies and Gentlemen:
_________________________ (the "Purchaser") intends to purchase from
___________________________ (the "Seller") $_____________ Initial Certificate
Principal Balance of Mortgage Pass-Through Certificates, Series 2000-RZ1, Class
__ (the "Certificates"), issued pursuant to the Pooling and Servicing Agreement
(the "Pooling and Servicing Agreement"), dated as of February 1, 2000 among
Residential Asset Mortgage Products, Inc., as the company (the "Depositor"),
Residential Funding Corporation, as master servicer (the "Master Servicer") and
Bank One, National Association, as trustee (the "Trustee"). All terms used
herein and not otherwise defined shall have the meanings set forth in the
Pooling and Servicing Agreement. The Purchaser hereby certifies, represents and
warrants to, and covenants with, the Depositor, the Trustee and the Master
Servicer that:
(a) The Purchaser is not an employee benefit or other
plan subject to the prohibited transaction provisions of the
Employee Retirement Income Security Act of 1974, as amended
("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as
amended (the "Code") (a "Plan"), or any other person (including an
investment manager, a named fiduciary or a trustee of any Plan)
acting, directly or indirectly, on behalf of or purchasing any
Certificate with "plan assets" of any Plan
O-1
<PAGE>
within the meaning of the Department of Labor ("DOL") regulation
at 29 C.F.R. ss.2510.3-101; or
(b) The Purchaser has provided the Trustee, the
Depositor and the Master Servicer with an opinion of counsel
acceptable to and in form and substance satisfactory to the Trustee,
the Depositor and the Master Servicer to the effect that the
purchase of Certificates is permissible under applicable law, will
not constitute or result in any non-exempt prohibited transaction
under ERISA or Section 4975 of the Code and will not subject the
Trustee, the Depositor or the Master Servicer to any obligation or
liability (including obligations or liabilities under ERISA or
Section 4975 of the Code) in addition to those undertaken in the
Pooling and Servicing Agreement.
In addition, the Purchaser hereby certifies, represents and warrants to,
and covenants with, the Depositor, the Trustee and the Master Servicer that the
Purchaser will not transfer such Certificates to any Plan or person unless such
Plan or person meets the requirements set forth in either (a) or (b) above.
Very truly yours,
(Purchaser)
BY:
NAME:
TITLE:
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<PAGE>
EXHIBIT P
CERTIFICATE GUARANTY INSURANCE POLICY
Attached to and forming part Effective Date of Endorsement:
of Policy No. AB0340BE February 24, 2000
issued to:
Bank One, National Association, as Trustee on behalf of, and for the benefit of
the Holders of, the Mortgage Asset-Backed Pass-Through Certificates, Series
2000-RZ1, Class A Certificates, as Issued pursuant to the Agreement
For all purposes of this Policy, the following terms shall have the
following meanings:
"Agreement" shall mean the Pooling and Servicing Agreement, dated as of
February 1, 2000, among Residential Asset Mortgage Products, Inc., as Depositor,
Residential Funding Corporation, as Master Servicer, and the Trustee, as
Trustee, without regard to any amendment or supplement thereto unless such
amendment or supplement has been approved in writing by the Insurer.
"Business Day" shall mean any day other than a Saturday, a Sunday or a day
on which banking institutions in New York City or in the city in which the
corporate trust office of the Trustee under the Agreement or the Insurer is
located are authorized or obligated by law or executive order to close.
"Deficiency Amount" shall mean, with respect to the Class A Certificates,
as of any Distribution Date (i) any shortfall in amounts available in the
Certificate Account to pay one month's interest for the related Interest Accrual
Period on the Certificate Principal Balance of the Class A Certificates at the
then applicable Pass-Through Rate, net of any interest shortfalls relating to
the Relief Act and Prepayment Interest Shortfalls allocated to the Class A
Certificates, (ii) the principal portion of any Realized Losses allocated to the
Class A Certificates with respect to such Distribution Date and (iii) the
Certificate Principal Balance of the Class A Certificates to the extent unpaid
on the Final Distribution Date or earlier termination of the Trust Fund pursuant
to the terms of the Agreement.
"Due for Payment" shall mean, with respect to any Insured amounts, such
amount that is due and payable under the Agreement on the related Distribution
Date.
"Final Distribution Date" shall mean the Distribution Date in ___________
2030.
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"First Distribution Date" shall mean March 27, 2000.
"Holder" shall mean any person who is the registered owner or beneficial
owner of any of the Class A Certificates and who, on the applicable Distribution
Date, is entitled under the terms of the Class A Certificates to payment
thereunder.
"Insurance Agreement" shall mean the Insurance and Indemnity Agreement (as
may be amended, modified or supplemented from time to time), dated as of
February 24, 2000, by and among the Insurer, Residential Funding Corporation, as
Seller of the Mortgage Loans to the Depositor and as Master Servicer, the
Depositor and Bank One, National Association, as Trustee.
"Insurance Policy" or "Policy" shall mean this Certificate Guaranty
Insurance together with each and every endorsement hereto.
"Insured Amounts" shall mean, with respect to any Distribution Date, the
Deficiency Amount for such Distribution Date.
"Insured Obligations" shall mean the Class A Certificates.
"Insured Payments" shall mean, with respect to any Distribution Date, the
aggregate amount actually paid by the Insurer to the Trustee in respect of
Insured Amounts for such Distribution Date.
"Insurer" shall mean Ambac Assurance Corporation, or any successor
thereto, as issuer of the Insurance Policy.
"Late Payment Rate" shall mean the lesser of (a) the greater of (i) the
per amurn rate of interest publicly announced from time to time by Citibank,
N.A. as its prime or base lending rate (any change in such rate of interest to
be effective on the date such change is announced by Citibank, N.A.), and (ii)
the then applicable highest rate of interest on the Class A Certificates and (b)
the maximum rate permissible under applicable usury or similar laws limiting
interest rates. The Late Payment Rate shall be computed on the basis of the
actual number of days elapsed over a year of 360 days for any Distribution Date
"Nonpayment" shall mean, with respect to any Distribution Date, an Insured
Amount which is Due for Payment but has not been and will not be paid in respect
of such Distribution Date pursuant to the Agreement.
"Notice" shall mean the telephonic or telegraphic notice, promptly
confirmed in writing by telecopy substantially in the form of Exhibit A to the
Policy, the original of which is subsequently delivered by registered or
certified mail from the Trustee specifying the Insured Amount which shall be due
and owing on the applicable Distribution Date.
"Premium Percentage" shall have the meaning set forth in the Insurance
Agreement.
"Reimbursement Amount" shall mean, as to any Distribution Date, the sum of
(x) (i) all Insured Payments paid by the Insurer, but for which the Insurer has
not been reimbursed prior to such
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DISTRIBUTION DATE PURSUANT TO SECTION 4.02 OF THE AGREEMENT, PLUS (ii) interest
accrued thereon, calculated at the Late Payment Rate from the date the Trustee
received the related Insured Payments, and (y) (i) any other amounts then due
and owing to the Insurer under the Insurance Agreement, but for which the
Insurer has not been reimbursed prior to such Distribution Date pursuant to
Section 4.02 OF THE AGREEMENT, PLUS (ii) interest on such amounts at the Late
Payment Rate.
"Trustee" shall mean, for the purposes of the Policy, Bank One, National
Association, or any successor thereto under the Agreement.
Capitalized terms used herein and not otherwise defined shall have the
meaning assigned to them in the Agreement as of the date of execution of the
Policy, without giving effect to any subsequent amendment to or modification of
the Agreement unless such amendment or modification has been approved in writing
by the Insurer.
The Insurer hereby agrees that if, as of any Distribution Date, it has
become subrogated to the rights of Holders by virtue of a previous payment under
this Policy, no recovery of such payment will occur unless the full amount of
the Holders' allocable distributions for such Distribution Date can be made. In
so doing, the Insurer does not waive its rights to seek full payment of all
Reimbursement Amounts owed to it under the Agreement.
As provided by the Policy, the Insurer will pay any amount payable
hereunder no later than 12:00 noon, New York City time, on the later of the
Distribution Date on which the related Deficiency Amount is due or the Business
Day following receipt in New York, New York on a Business Day by the Insurer of
a Notice; provided that, if such Notice is received after 12:00 noon, New York
City time, on such Business Day, it will be deemed to be received on the
following Business Day. If any such Notice is not in proper form or is otherwise
insufficient for the purpose of making claim under the Policy, it shall be
deemed not to have been received for purposes of this paragraph, and the Insurer
shall promptly so advise the Trustee and the Trustee may submit an amended
Notice.
The terms and provisions of the Agreement constitute the instrument of
assignment referred to in the second paragraph of the face of this Policy.
A premium will be payable on this Policy on each Distribution Date as
provided in the Agreement, beginning with the First Distribution Date, in an
amount equal to 1/12th of the product of (i) the Premium Percentage and (ii) the
aggregate Certificate Principal Balance of the Class A Certificates on the prior
Distribution Date (after giving effect to any distributions to be made on such
Distribution Date); provided that on the First Distribution Date, the premium
will be equal to 1/12th of the product of the (i) Premium Percentage and (ii)
aggregate Certificate Principal Balance of the Class A Certificates as of the
Cut-off Date.
The Policy to which this Endorsement is attached and of which it forms a
part is hereby amended to provide that there shall be no acceleration payment
due under the Policy unless such acceleration is at the sole option of the
Insurer. This Policy does not cover shortfalls, if any, attributable to the
liability of the Trust Fund, any REMIC or the Trustee for withholding taxes, if
any (including interest and penalties in respect of any such liability).
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Nothing herein contained shall be held to vary, alter, waive or extend any
of the terms, conditions, provisions, agreements or limitations of the above
mentioned Policy other than as above stated.
This Policy is issued under and pursuant to, and shall be construed under,
the laws of the State of New York (without giving effect to the conflict of laws
provisions thereof).
IN WITNESS WHEREOF, the Insurer has caused this Endorsement to the Policy
to be signed by its duly authorized officers.
First Vice President Assistant Secretary
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EXHIBIT A
TO THE CERTIFICATE GUARANTY INSURANCE POLICY
Policy No. AB0340BE
NOTICE OF NONPAYMENT AND DEMAND
FOR PAYMENT OF INSURED AMOUNTS
Date: [ ]
AMBAC ASSURANCE CORPORATION
One State Street Plaza
New York, New York 10004
Attention: General Counsel
Reference is made to Certificate Guaranty Insurance Policy No. AB0340BE
(the "Policy") issued by Ambac Assurance Corporation ("Ambac"). Terms
capitalized herein and not otherwise defined shall have the meanings specified
in the Policy and the Agreement, as the case may be, unless the context
otherwise requires.
The Trustee hereby certifies as follows:
1. The Trustee is the Trustee under the Agreement for the Class A
Certificates.
2. The relevant Distribution Date or Final Distribution Date is [date].
3. Payment on the Class A Certificates in respect of the Distribution
Date is due to be RECEIVED ON under the Agreement, in an amount
equal to $ .
[3. The amount to be paid to the Holders of the Class A Certificates on the
Final DISTRIBUTION DATE IS $ .]
4. THERE IS A DEFICIENCY AMOUNT OF $ in respect of the Class A Certificates,
which amount is an Insured Amount pursuant to the terms of the Agreement.
5. THE SUM OF $ _____________ is the Insured Amount that is Due for Payment.
6. The Trustee has not heretofore made a demand for the Insured Amount in
respect of the Distribution Date.
7. The Trustee hereby requests the payment of the Insured Amount that is Due
for Payment be made by Ambac under the Policy and directs that payment
under the Policy be made to the following account by bank wire transfer of
federal or other immediately available funds in accordance with the terms
of the Policy to:
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<PAGE>
[Trustee's account number.]
8. The Trustee hereby agrees that, following receipt of the Insured
Amount from Ambac, it shall (a) hold such amounts in trust and apply
the same directly to the distribution of payment on the Class A
Certificates when due; (b) not apply such funds for any other
purpose; (c) deposit such funds to the Insurance Account and not
commingle such funds with other funds held by the Trustee and (d)
maintain an accurate record of such payments with respect to the
Class A Certificates and the corresponding claim on the Policy and
proceeds thereof.
[Name of Trustee]
BY:
TITLE:
(Officer)
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EXHIBIT Q
SIMPLE INTEREST LOANS
<PAGE>
