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ENDORSEMENT NO. 1 TO FINANCIAL GUARANTY INSURANCE POLICY

Insurance Agreement

ENDORSEMENT NO. 1 TO

FINANCIAL GUARANTY INSURANCE POLICY
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HARBORVIEW 2006-10 | Greenwich Capital Acceptance, Inc | Capital Financial Products, Inc | Wells Fargo Bank, N.A

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Title: ENDORSEMENT NO. 1 TO FINANCIAL GUARANTY INSURANCE POLICY
Governing Law: New York     Date: 12/5/2006

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ENDORSEMENT NO. 1 TO

FINANCIAL GUARANTY INSURANCE POLICY

 

FINANCIAL SECURITY

31 West 52nd Street

ASSURANCE INC.

New York, New York 10019

 

 

TRUST:

The Trust created by the Pooling and Servicing Agreement, dated as of October 1, 2006 among Greenwich Capital Acceptance, Inc., as Depositor, Greenwich Capital Financial Products, Inc., as Seller, Clayton Fixed Income Services Inc., as Credit Risk Manager and Wells Fargo Bank, N.A. as Trustee

 

INSURED

CERTIFICATES:

$112,582,000 HarborView Mortgage Loan Trust Mortgage Loan Pass-Through Certificates, Series 2006-10, Class 1A-1B and $147,927,000 HarborView Mortgage Loan Trust Mortgage Loan Pass-Through Certificates, Series 2006-10, Class 2A-1C

 

 

POLICY NO:    51775-N

 

DATE OF ISSUANCE: November 13, 2006

 

 

1. Definitions. For all purposes of this Policy, the terms specified below shall have the meanings or constructions provided below. Capitalized terms used herein and not otherwise defined herein shall have the meanings provided in the Pooling Agreement unless the context shall otherwise require.

 

"Business Day" means any day other than (i) a Saturday or Sunday, or (ii) a day on which banking institutions in New York, Minnesota, Maryland or California are authorized or obligated by law, executive order or governmental decree to be closed.

 

"Guaranteed Distributions" means, with respect to each Distribution Date, the distribution to be made to Holders in an aggregate amount equal to (i) the amount, if any, by which the amount available to be paid as interest to the Insured Certificates, pursuant to the priority of payment set forth in the Pooling Agreement, is less than the Monthly Interest Distributable Amount (provided however that the Policy will not cover interest accrued at a rate higher than the Adjusted Cap Rate), (ii) the amount of any Realized Losses allocated to the Insured Certificates and (iii) to the extent unpaid on the Final Distribution Date, after payment of all other amounts due to the Insured Certificates (including without limitation, the application of funds from the Final Maturity Reserve Account), any remaining Certificate Principal Balance of the Insured Certificates, in each case in accordance with the original terms of the Insured Certificates when issued and without regard to any amendment or modification of the Insured Certificates or the Pooling Agreement except amendments or modifications to which Financial Security has given its prior written consent. Financial Security may consent to any amendment of, or modification to, the Pooling Agreement as permitted by the Pooling Agreement; provided, however, that no such amendment or modification shall, without the consent of the Holder, change the entitlement of the Holder to payment under this Policy of any unpaid principal of the Insured Certificates due on the Final Scheduled Payment Date or any other Payment Date, or any unpaid interest thereon due on any Payment Date. Guaranteed Distributions shall not include, nor shall coverage be provided under this Policy in respect of, any Interest Shortfalls, any Basis Risk Shortfalls, Deferred Interest, Net Deferred Interest, Net Interest Shortfalls, any taxes, withholding or other charge imposed by any governmental authority due in connection with the payment of any Guaranteed Distribution to a Holder. Guaranteed Distributions shall not include (x) any portion of a Guaranteed Distribution due to Holders of the Insured Certificates because a notice and certificate in proper form as required by Section 2 hereof was not timely received by Financial Security and (y) any portion of a Guaranteed Distribution due to Holders of the Insured Certificates representing interest on any unpaid interest accrued from and including the date of payment by Financial Security of the amount of such unpaid interest. The Policy will not cover any reduction in the amount of Monthly Interest Distributable Amount payable to the Holders of Insured Certificates on any Distribution Date due to the Pass-Through Rate for such Insured Certificates exceeding the Adjusted Cap Rate for such Insured Certificates on such Distribution Date.

 


 

Policy No: 51775-N 

Date: November 13, 2006

 

"Policy" means this Financial Guaranty Insurance Policy and includes each endorsement thereto.

 

"Pooling Agreement" means the Pooling and Servicing Agreement, dated as of October 1, 2006 among Greenwich Capital Acceptance, Inc., a Delaware corporation, as Depositor, Greenwich Capital Financial Products, Inc., a Delaware corporation, as Seller, Clayton Fixed Income Services Inc., a Colorado corporation, as Credit Risk Manager and Wells Fargo Bank, N.A., as Trustee, as amended from time to time with the consent of Financial Security.

 

"Receipt" and "Received" mean actual delivery to Financial Security and to the Fiscal Agent (as defined below), if any, prior to 12:00 noon, New York City time, on a Business Day; delivery either on a day that is not a Business Day, or after 12:00 noon, New York City time, shall be deemed to be receipt on the next succeeding Business Day. If any notice or certificate given hereunder by the Trustee is not in proper form or is not properly completed, executed or delivered, or contains any misstatement, it shall be deemed not to have been Received, and Financial Security or its Fiscal Agent shall promptly so advise the Trustee and the Trustee may submit an amended notice.

 

"Term Of This Policy" means the period from and including the Date of Issuance to and including the date on which (i) the Certificate Principal Balance of all of the Insured Certificates is zero, (ii) any period during which any payment on the Insured Certificates could have been avoided in whole or in part as a preference payment under applicable bankruptcy, insolvency, receivership or similar law has expired, and (iii) if any proceedings requisite to avoidance as a preference payment have been commenced prior to the occurrence of (i) and (ii), a final and nonappealable order in resolution of each such proceeding has been entered.

 

"Trustee" means Wells Fargo Bank, N.A. in its capacity as Trustee under the Pooling Agreement and any successor in such capacity.

 

2


Policy No: 51775-N 

Date: November 13, 2006

 

 

 

 

2. Notices and Conditions to Payment in Respect of Guaranteed Distributions. Following Receipt by Financial Security of a notice and certificate from the Trustee in the form attached as Exhibit A to this Endorsement, Financial Security will pay any amount payable hereunder in respect of Guaranteed Distributions out of the funds of Financial Security on the later to occur of (a) 12:00 noon, New York City time, on the second Business Day following such Receipt; and (b) 12:00 noon, New York City time, on the Distribution Date to which such claim relates. Payments due hereunder in respect of Guaranteed Distributions will be disbursed by wire transfer of immediately available funds to the Policy account established pursuant to the Pooling Agreement or, if no such Policy account has been established, to the Trustee.

 

Financial Security shall be entitled to pay any amount hereunder in respect of Guaranteed Distributions, including any acceleration payment, whether or not any notice and certificate shall have been Received by Financial Security as provided above, provided, however, that by acceptance of this Policy the Trustee agrees to provide to Financial Security, upon Financial Security’s request to the Trustee, a notice and certificate in respect of any such payments made by Financial Security. Financial Security shall be entitled to pay principal hereunder on an accelerated basis if Financial Security shall so elect in its sole discretion, at any time or from time to time, in whole or in part, at an earlier Distribution Date than provided in the definition of "Guaranteed Distributions," if such principal would have been payable under the Pooling Agreement were funds sufficient to make such payment available to the Trustee for such purpose. Guaranteed Distributions insured hereunder shall not include interest, in respect of principal paid hereunder on an accelerated basis, accruing from after the date of such payment of principal. Financial Security’s obligations hereunder in respect of Guaranteed Distributions shall be discharged to the extent funds are disbursed by Financial Security as provided herein whether or not such funds are properly applied by the Trustee.

 

3. Notices and Conditions to Payment in Respect of Guaranteed Distributions Avoided as Preference Payments. If any Guaranteed Distribution is avoided as a preference payment under applicable bankruptcy, insolvency, receivership or similar law, Financial Security will pay such amount out of the funds of Financial Security on the later of (a) the date when due to be paid pursuant to the Order referred to below or (b) the first to occur of (i) the fourth Business Day following Recei

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