INDEMNIFICATION AGREEMENT

INDEMNIFICATION AGREEMENT

This Indemnification Agreement ("Agreement") dated as of December 17, 2007, is made by and between Lehman Brothers Bank, FSB a federal savings bank (together with its successors, assigns, operating divisions, affiliates and subsidiaries, "LBB"), and Aurora Loan Services LLC, a Delaware limited liability company, and wholly-owned subsidiary of LBB (together with its successors, assigns, operating divisions, affiliates and subsidiaries, "Aurora,"or collectively with LBB as "LBB") having an office for the conduct of business at 10350 Park Meadows Drive, Littleton, Colorado 80134, and Security National Mortgage Company (together with its successors assigns, operating divisions, affiliates and subsidiaries, "Seller"), having an office for the conduct of business at 5300 South 360 West, Suite 150, Murray, Utah 84123. LBB, Aurora, and the Seller are sometimes referred to herein as parties,

WITNESSETH:

WHEREAS, LBB and the Seller are parties to a certain Loan Purchase Agreement (Servicing Released Transactions), dated as of July,11, 1998 (the "Purchase Agreement"), pursuant to which the Seller may sell to LBB from time to time, and LBB may purchase from the Seller from time to time, certain mortgage loans in accordance with the terms of the Purchase Agreement and Aurora's Seller's Guide, as amended from time to time (the "Seller's Guide");

WHEREAS, the Seller made certain material representations and warranties as set forth in the Seller's Guide which LBB relied upon when entering into the Purchase Agreement;

WHEREAS pursuant to the Purchase Agreement, LBB purchased from the Seller residential mortgage loans;

WHEREAS, as part of Aurora's. quality control efforts, Aurora reviewed the purchased mortgage loans and determined that certain loans contain alleged Misrepresentations and/or Early Payment Defaults (the "Breaches").

WHEREAS, the ^. existence of the alleged Breaches with respect to the Purchase Agreement and Seller's Guide concerning purchased mortgage loans allegedly gives LBB the right to require the Seller to immediately repurchase the mortgage loans that contain Breaches (hereinafter defined as the "Mortgages" or "Mortgage Loans") in accordance with the terms of the Purchase Agreement and the Seller's Guide, and

WHEREAS, in reliance upon the Seller's execution of this Agreement to indemnify LBB and Aurora for any and all losses suffered on the Mortgage Loans, LBB/Aurora have refrained from demanding immediate repurchase of the Mortgage Loans by the Seller; and

WHEREAS, the amount of any and all Losses suffered on the Mortgage Loans by LBB and Aurora are uncertain in amount.

NOW, THEREFORE, in consideration of LBB's and Aurora's forbearance from exercising its right to have the Seller immediately repurchase the Mortgage Loans, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

Section 1.               Indemnification.   The Seller hereby and at all times hereafter agrees to indemnify and hold LBB and/or Aurora and the Servicer harmless from and against seventy-five percent (75%) of all losses, damages, penalties. fines, forfeitures, legal or other fees, judgments, costs, expenses, debts, obligations and claims which LBB and/or Aurora or the Servicer may have or may hereafter suffer, incur, be put to, pay or lay out, or sustain as a result of any cause related to any current or future default by the mortgagor on the Mortgage Loans with alleged breaches as detailed on the attached Schedule A on an individual basis (collectively, "Losses").  Further LBB and Aurora agree to release the Seller from any obligation to pay the remaining twenty-five percent (25%) of all losses, damages, penalties, fines, forfeitures, legal or other fees, judgments, costs, expenses, debts, obligations and claims which LBB and/or Aurora or the Servicer may have or may hereafter suffer, incur, be put to, pay or lay out, or sustain as a result of any cause related to any current or future default by the mortgagor on the Mortgage Loans as detailed on the attached Schedule A on an individual basis.  The Losses shall be paid and discharged by Seller through the Deposit specified in Section 5 below.  The Losses shall be involved or apportioned against the Seller as they are incurred by LBB and/or Aurora or the Servicer, absolutely, and the existence and amount of any such Losses shall be determined by LBB and/or Aurora and the Servicer in their sole and absolute discretion.

Section 2.               Duration of Agreement and Survival of Indemnification .  The terms of this Agreement shall also apply to any future Losses sustained by LBB and/or Aurora on any Mortgage Loan purchased from the Seller, with the Deposit set forth in Section 5 applied as described in that section at 100% of the Losses for any loans purchased with an alleged breach that are not identified on Schedule A.  The indemnification provided under Section  1of  this Agreement shall remain in full force and effect and shall survive until either the Mortgage Loan has been paid in full, foreclosed, liquidated or otherwise retired and the related Mortgaged Property or REO Property has been liquidated.

Section 3.               Seller's Right to Repurchase .  Notwithstanding LBB's and Aurora's forbearance from exercising its right to have the Seller immediately repurchase the Mortgage Loans, the Seller shall have the right, but not the obligation, at any time, to repurchase any or all of the Mortgage Loan(s) for an amount equal to the unpaid principal plus outstanding interest plus fees due.

Section 4.               Control of Defaulted Mortgage Loans .  If the Mortgage loans have not been repurchased by the Seller, LBB and/or Aurora, or its Servicer, shall have sole and exclusive control over the servicing and administration of the Mortgage Loan(s), including after default and, if applicable, over the marketing, administration and disposition of any foreclosed Mortgaged Property or REO Property relating to the Mortgage Loan(s) and the Seller shall not controvert or dispute any costs incurred, or the amount of any selling price set or obtained by LBB for any such property.  In the event the Seller repurchases any Mortgage Loan, the Seller shall have sole and exclusive control over the servicing and administration of the Mortgage Loan(s), including after default and, if applicable, over the marketing, administration and disposition of any foreclosed Mortgaged Property or REO Property relating to the Mortgage Loan(s).  Notwithstanding anything to the contrary, in no event shall a "full credit bid" made by LBB and/or Aurora or any other party at a foreclosure sale of the Property securing the loan limit the rights of LBB and/or Aurora or the obligations of the Seller under this Agreement.

Section 5.               Deposit of Funds to Secure Obligations . To partially secure the Seller's obligation to   make   payment   of   the   Losses   hereunder, and under, any other indemnification agreement entered into between LBB and/or Aurora and Seller, the Seller shall pay, as a deposit against unrealized and uncertain Losses, Six Hundred Forty Five Thousand and no/100 Dollars ($645,000.00) ("Deposit") as follows: