ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

This ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT made this 28th day of February, 2007 (this “ Assignment Agreement ”), is among JPMorgan Chase Bank, National Association, (“ JPMorgan ”), as servicer (in such capacity, the “ Servicer ”), U.S. Bank National Association (“ U.S. Bank ”), 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 (in such capacity, the “ Master Servicer ”).

WHEREAS, Bank of America, National Association (“Bank of America”), the Servicer, Chase Home Finance LLC (“ Chase Finance ”) and J.P. Morgan Mortgage Acquisition Corp. (“ JPMMAC ”) have entered into certain Assignment, Assumption and Recognition Agreements, dated as of April 27, 2006 and May 17, 2006 (the “ Chase AARs ”), pursuant to which JPMMAC sold certain mortgage loans (the “ Chase Mortgage Loans ”) to Bank of America and assigned a Flow Mortgage Loan Purchase, Warranties and Servicing Agreement, dated as of May 1, 2004, as amended by Amendment No. 1, dated as of January 1, 2005, Amendment No. 2, dated as of December 1, 2005 and Amendment Reg AB, dated as of January 1, 2006, each by and among JPMMAC, the Servicer and Chase Finance (collectively, the “ 2004 Purchase and Servicing Agreement ”) to Bank of America, to the extent relating to such Chase Mortgage Loans;

WHEREAS, pursuant to the Chase AARs, the Servicer additionally agreed to service the Mortgage Loans in accordance with a certain Mortgage Loan Purchase, Warranties and Servicing Agreement, dated as of January 1, 2005, between Bank of America and Chase Finance, as amended by the certain Amendment Reg AB, dated January 1, 2006, among Bank of America, JPMorgan, and Chase Finance, the terms of which were incorporated therein (together, the “ Servicing Agreement ”) for the benefit of Bank of America and its successors and assigns;

WHEREAS, Goldman Sachs Mortgage Company (“ GSMC ”) has agreed on certain terms and conditions to purchase from Bank of America, and Bank of America has agreed to assign and convey to GSMC, certain of the Chase Mortgage Loans (the “ Mortgage Loans ”) pursuant to an Assignment, Assumption and Recognition Agreement dated as of February 26, 2007, among Bank of America, Chase Finance, the Servicer and GSMC (the “ Underlying Assignment Agreement ”, and together with the Servicing Agreement, the “ Agreements ”) and the related trade confirmation dated as of January 3, 2007 (the “ Trade Confirmation ”) between GSMC and Bank of America, which mortgage loans are listed on the mortgage loan schedule (the “ Mortgage Loan Schedule ”) attached as Exhibit 1 hereto;

WHEREAS, pursuant to the Underlying Assignment Agreement, Bank of America has assigned its rights under the Servicing Agreement, to the extent related to the Mortgage Loans, to GSMC and the Servicer has agreed to continue to service the Mortgage Loans for the benefit of GSMC under the terms and conditions of the Servicing Agreement;

WHEREAS, GSMC has assigned and conveyed the Mortgage Loans, which are subject to the relevant provisions of the Servicing Agreement, to the Assignor pursuant to an Assignment, Assumption and Recognition Agreement dated as of February 28, 2007 (the “ GSMC Assignment Agreement ”);

WHEREAS, the Assignee has agreed on certain terms and conditions to purchase from the Assignor the Mortgage Loans acquired by the Assignor pursuant to the GSMC Assignment Agreement; and

WHEREAS, pursuant to a Master Servicing and Trust Agreement dated as of February 1, 2007 (the “ Trust Agreement ”), among the Depositor, the Trustee, Wells Fargo Bank, N.A., as securities administrator and master servicer, and Deutsche Bank National Trust Company, as custodian, the Assignor will transfer the Mortgage Loans to the Assignee, together with the Assignor’s rights under the Agreements and Section S of the Trade Confirmation, to the extent relating to the Mortgage Loans (other than 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:

2.   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 and the Agreements, and all of its rights under Section S of the Trade Confirmation, to the extent relating to the Mortgage Loans (other than the rights of the Assignor to indemnification thereunder), and the Assignee hereby assumes all of the Assignor’s obligations under the Agreements and Section S of the Trade Confirmation, to the extent relating to the Mortgage Loans from and after the date hereof ; provided , however , it is understood and agreed upon by the parties hereto, that the Assignee shall not be liable for (i) any breach of any obligation or representation of the Assignor pursuant to the GSMC Assignment Agreement or (ii) any breach of any obligation, covenant, representation or warranty of the Assignor, or be responsible for any indemnification amounts owed by the Assignor, pursuant to the GSMC Assignment Agreements arising prior to the date hereof . The Assignor shall remain liable for all such liability arising prior to the date hereof and for its own actions and omissions apart from those assumed by the Assignee. The Servicer hereby acknowledges such assignment and assumption and hereby agrees to the release of the Assignor from any obligations under the Servicing Agreement from and after February 28, 2007, to the extent relating to the Mortgage Loans.

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

(c)   The Servicer and the Assignor shall have the right to amend, modify or terminate the Servicing Agreement 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.

3.   Accuracy of the Agreements . The Servicer and the Assignor represent and warrant to the Assignee that (i) attached hereto as Exhibit 2 are true, accurate and complete copies of the Agreements, (ii) the Agreements are in full force and effect as of the date hereof and (iii) the Agreements have not been further amended or modified in any respect.

The Servicer further represents and warrants that (i) no notice of termination has been given to the Servicer under the Servicing Agreement and (ii) the representations and warranties contained in Section 3.01 of the 2004 Purchase and Servicing Agreement (as amended by the Chase AARs) are true and correct as of February 28, 2007.

The Assignor further represents and warrants to the Assignee that (i) attached hereto as Exhibit 3 is a true, accurate and complete copy of Section S of the Trade Confirmation, (ii) the Trade Confirmation is in full force and effect as of the date hereof and (iii) the Trade Confirmation has not been further amended or modified in any respect.

4.   Recognition of Assignee .

(a)   From and after the date hereof, the Servicer shall note the transfer of the Mortgage Loans to the Assignee in its books and records, shall recognize the Assignee as the owner of the Mortgage Loans and, notwithstanding anything herein or in the Servicing Agreement to the contrary, shall service all of the Mortgage Loans for the benefit of the Assignee pursuant to the Servicing Agreement, the terms of which are incorporated herein by reference, whether or not such Mortgage Loans have been serviced pursuant to such agreement prior to the date hereof. It is the intention of the Assignor, the Servicer and the Assignee that the Agreements and Section S of the Trade Confirmation shall be binding upon and inure to the benefit of the Servicer and the Assignee and their successors and assigns. An account has been established as a Custodial Account pursuant to Section 4.04 of the Servicing Agreement, designated as “JPMorgan Chase Bank, National Association, in trust for the GSR Mortgage Loan Trust 2007-1F.” Another separate account has been established as an Escrow Account pursuant to Section 4.06 of the Servicing Agreement, designated as “JPMorgan Chase Bank, National Association, in trust for the GSR Mortgage Loan Trust 2007-1F.”

(b)   The Servicer further acknowledges that, from and after the date hereof, it (and any of its successors under the Servicing Agreement) will be subject to the supervision of the Master Servicer (except that the Master Servicer shall not be responsible for supervising the servicing of defaulted Mortgage Loans and REO Properties) and that the Master Servicer, acting on behalf of the Assignee as the owner of the Mortgage Loans, shall have the same rights as were assigned by GSMC, in its capacity as the original “Purchaser” under the Servicing Agreement, to the Assignor under the GSMC Assignment Agreement, and further assigned hereunder by the Assignor to the Assignee, on behalf of the Trust. Such rights that the Master Servicer may enforce on behalf of the Assignee will include, without limitation, the right to terminate the Servicer under the Servicing Agreement upon the occurrence of an event of default thereunder, the right to receive all remittances required to be made by the Servicer under the Servicing Agreement, the right to receive all monthly reports and other data required to be delivered by the Servicer under the Servicing Agreement and the right to exercise certain rights of consent and approval relating to actions taken by the Servicer.

(c)   All reports and other data required to be delivered by the Servicer to the “Purchaser” under the Servicing Agreement shall be delivered to the Master Servicer or the Assignee, as designated by the Assignee, at the address set forth in Section 10 hereof. All remittances required to be made to the Assignee, as the successor in interest to the Assignor under the Servicing Agreement, shall be made instead to the Master Servicer by wire transfer to the following account:

WELLS FARGO BANK, NA

ABA# 121000248

FOR CREDIT TO: SAS CLEARING

ACCT: 3970771416

Notwithstanding anything to the contrary in the Servicing Agreement, with respect to the Mortgage Loans, not later than the tenth calendar day of each month (or if such tenth calendar day is not a Business Day, the immediately succeeding Business Day), the Servicer shall furnish to the Master Servicer (i)(a) monthly loan data in a mutually agreed-upon format, (b) default loan data in the format set forth in Exhibit 7 and Exhibit 8 hereto (or in such other format mutually agreed upon between the Servicer and the Master Servicer) and (c) information regarding the realized losses and gains in the format set forth in Exhibit 5 and Exhibit 6 hereto (or in such other format mutually agreed upon between the Servicer and the Master Servicer), in each case relating to the period ending on the last day of the preceding calendar month, (ii) all such information required pursuant to clause (i)(a) above on a magnetic tape, electronic mail, or other similar media reasonably acceptable to the Master Servicer and (iii) all supporting documentation with respect to the information required under the preceding paragraph.

5.   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 and Section S of the Trade Confirmation.

(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).

6.   Representations and Warranties of the Assignor. The Assignor hereby represents and warrants to the Assignee 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, the Trade Confirmation 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 Assignment Agreement have been duly authorized by all necessary corporate action on the part of the Assignor; neither the execution and delivery by the Assignor of this Assignment Agreement, nor the consummation by the Assignor of the transactions herein contemplated, nor compliance by the Assignor with the provisions hereof, will conflict with or result in a breach of, or constitute a default under, any of the provisions of the governing documents of the Assignor or any law, governmental rule or regulation or any material judgment, decree or order binding on the Assignor or any of its properties, or any of the provisions of any material indenture, mortgage, deed of trust, contract or other instrument to which the Assignor is a party or by which it is bound.

(e)   Actions; Proceedings . There are no actions, suits or proceedings pending or, to the knowledge of the Assignor, threatened, before or by any court, administrative agency, arbitrator or governmental body (A) with respect to any of the transactions contemplated by this Assignment Agreement or (B) with respect to any other matter that in the judgment of the Assignor will be determined adversely to the Assignor and will, if determined adversely to the Assignor, materially adversely affect its ability to perform its obligations under this Assignment Agreement.

(f)   Prior Assignments; Pledges . Except for the sale to the Assignee, the Assignor has not assigned or pledged any Mortgage Note or the related Mortgage or any interest or participation therein.

(g)   Releases . The Assignor has not satisfied, canceled, or subordinated in whole or in part, or rescinded any Mortgage, and the Assignor has not released the related Mortgaged Property from the lien of any Mortgage, in whole or in part, nor has the Assignor executed an instrument that would effect any such release, cancellation, subordination, or rescission. The Assignor has not released any Mortgagor, in whole or in part, except in connection with an assumption agreement or other agreement approved by the related federal insurer, to the extent such approval was required.

(h)   Compliance with Applicable Laws . Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, equal credit opportunity, predatory and abusive lending or disclosure laws applicable to the Mortgage Loans have been complied with. All inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Properties and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

(i)   HOEPA . No Mortgage Loan is classified as a “high cost” mortgage loan under Section 32 of the Home Ownership and Equity Protection Act of 1994, as amended, and no Mortgage Loan is considered a “high cost” mortgage loan under any applicable federal, state or local predatory or abusive lending law (or a similarly classified loan using different terminology under a law imposing heightened regulatory scrutiny or additional legal liability for residential mortgage loans having high interest rates, points and/or fees). No Mortgage Loan is a “High Cost Loan” or “Covered Loan,” as applicable, as such terms are defined in the then current Standard & Poor’s LEVELS â Glossary and no Mortgage Loan originated on or after October 1, 2002 through March 6, 2003 is governed by the Georgia Fair Lending Act.

(j)   Bring