ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

THIS ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT made as of this 1 ^st day of February 2007 (this “ Assignment Agreement ”), is between U.S. Bank National Association, not in its individual capacity, but solely as trustee on behalf of GSR Mortgage Loan Trust 2007-1F (the “ Assignee ” or the “ Trustee ”), and GS Mortgage Securities Corp., a Delaware corporation (the “ Assignor ” or the “ Depositor ”) , and is acknowledged by Wells Fargo Bank, N.A., as master servicer (the “ Master Servicer ”).

WHEREAS, Goldman Sachs Mortgage Company (“ GSMC ”) acquired certain mortgage loans identified on Schedule I hereto (the “ Mortgage Loans ”) from various originators on a servicing released basis through its residential mortgage loan conduit program pursuant to the Sellers Guide dated August 30, 2004 (the “ Sellers Guide ”), and various Master Loan Purchase Agreements (each, a “ MLPA ,” and collectively, together with the Sellers Guide, the “ Conduit Agreements ”), each between GSMC and the related seller;

WHEREAS, the Mortgage Loans are currently being subserviced by Avelo Mortgage, L.L.C. (the “ Subservicer ”) pursuant to a Flow Servicing Agreement dated as of January 1, 2006 (the “ Servicing Agreement ,” and together with the Conduit Agreements, the “ Agreements ”), between GSMC and the Subservicer;

WHEREAS, GSMC, the Assignor and the Subservicer have entered into the Assignment, Assumption and Recognition Agreement dated as of February 1, 2007 (the “ AAR ”), and GSMC and the Assignor have entered into a Representations and Warranties Agreement dated as of February 28, 2007 (together with the AAR, the “ GSMC Assignment Agreement ”), pursuant to which GSMC has sold to the Assignor the Mortgage Loans, assigned its rights (absent the servicing rights related thereto) under the Mortgage Loans and the Agreements to the Assignor and made certain representations and warranties to the Assignor; and

WHEREAS, pursuant to a Master Servicing and Trust Agreement dated as of February 1, 2007 (the “ Trust Agreement ”), among the Assignor, as depositor, the Assignee, as trustee, Deutsche Bank National Trust Company, as custodian (the “Custodian”) and Wells Fargo Bank, N.A., as securities administrator and master servicer (in its master servicing capacity, the “Master Servicer”), the Assignor will transfer the Mortgage Loans to the Trustee, together with the Assignor’s rights under the Conduit Agreements, to the extent relating to the Mortgage Loans (other than the servicing rights and the rights of the Assignor to indemnification thereunder);

NOW THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1.   Assignment and Assumption . (a) The Assignor hereby assigns to the Assignee, as of the date hereof, all of its right, title and interest in and to the Mortgage Loans, the GSMC Assignment Agreement and the Agreements, to the extent relating to the Mortgage Loans (other than the servicing rights and the rights of the Assignor to indemnification thereunder), and the Assignee hereby assumes all of the Assignor’s rights and obligations under the Agreements, to the extent relating to the Mortgage Loans, from and after February 28, 2007.

(b)   The Assignor represents and warrants to the Assignee that the Assignor has not taken any action that would serve to impair or encumber the Assignor’s ownership interest in the Mortgage Loans since the date of the related MLPA.

(c)   The Assignor shall have the right to amend, modify or terminate the Agreements without the joinder of the Assignee with respect to mortgage loans not conveyed to the Assignee hereunder; provided , however , that such amendment, modification or termination shall not affect or be binding on the Assignee.

2.   Accuracy of Agreements . The Assignor represents and warrants to the Assignee that (i) attached hereto as Exhibit 1 are true, accurate and complete copies of the Agreements, (ii) the Agreements are in full force and effect as of the date hereof, (iii) other than as provided herein, the Agreements have not been amended or modified in any respect and (iv) no notice of termination has been given to the Subservicer under the Servicing Agreement.

3.   [Reserved]

4.   Representations and Warranties of the Assignee . The Assignee hereby represents and warrants to the Assignor as follows:

(a)   Authority . The Assignee hereto represents and warrants that it is duly and legally authorized to enter into this Assignment Agreement and to perform its obligations hereunder and under the Agreements.

(b)   Enforceability . The Assignee hereto represents and warrants that this Assignment Agreement has been duly authorized, executed and delivered by it and (assuming due authorization, execution and delivery thereof by each of the other parties hereto) constitutes its legal, valid and binding obligation, enforceable in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforcement is considered in a proceeding in equity or at law).

5.   Representations and Warranties of the Assignor . The Assignor hereby represents and warrants to the Assignee as of the date hereof, unless otherwise stated below, as follows:

(a)   Organization . The Assignor has been duly organized and is validly existing as a corporation in good standing under the laws of the State of Delaware with full power and authority (corporate and other) to enter into and perform its obligations under the Agreements and this Assignment Agreement.

(b)   Enforceability . This Assignment Agreement has been duly executed and delivered by the Assignor, and, assuming due authorization, execution and delivery by each of the other parties hereto, constitutes a legal, valid, and binding agreement of the Assignor, enforceable against it in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and to general principles of equity regardless of whether enforcement is sought in a proceeding in equity or at law.

(c)   No Consent . The execution, delivery and performance by the Assignor of this Assignment Agreement and the consummation of the transactions contemplated hereby do not require the consent or approval of, the giving of notice to, the registration with or the taking of any other action in respect of, any state, federal or other governmental authority or agency, except such as has been obtained, given, effected or taken prior to the date hereof.

(d)   Authorization; No Breach . The execution and delivery of this Assign