EXHIBIT 4.2
MORTGAGE LOAN PURCHASE AGREEMENT
This Mortgage Loan Purchase Agreement (the "Agreement"), dated
[____] [__], 20[__], is between Banc of America Mortgage
Securities, Inc., a
Delaware corporation (the "Purchaser" or the "Company") and Bank of
America,
National Association, a national banking association ("BANA" or the
"Seller").
The Purchaser and the Seller hereby recite and agree as
follows:
1. Defined Terms. Terms used without definition herein shall
have
the respective meanings assigned to them in the Pooling and
Servicing Agreement,
dated [____] [__], 20[__] (the "Pooling and Servicing Agreement"),
among the
Company, BANA, as servicer, LaSalle Bank National Association, as
securities
administrator (the "Securities Administrator"), and U.S. Bank
National
Association, as trustee (the "Trustee"), relating to the issuance
of the Banc of
America Mortgage 20[__]-[_] Trust, Mortgage Pass-Through
Certificates, Series
20[__]-[_] (the "Certificates") or, if not defined therein, in the
underwriting
agreement dated [___] [__] 20[__] (the "Underwriting Agreement"),
among the
Company, BANA and Banc of America Securities LLC (the
"Underwriter") or in the
purchase agreement dated [____] [__], 20[__] (the "Purchase
Agreement"), among
the Company, BANA and Banc of America Securities LLC.
2. Purchase Price; Purchase and Sale. The Seller agrees to sell,
and
the Company agrees to purchase, the mortgage loans (the "Mortgage
Loans"),
listed in the Mortgage Loan Schedule. The purchase price (the
"Purchase Price")
for the Mortgage Loans shall consist of $[_______] payable by the
Company to the
Seller on the Closing Date in immediately available funds.
Upon payment of the Purchase Price, the Seller shall be deemed
to
have transferred, assigned, set over and otherwise conveyed to the
Company all
the right, title and interest of the Seller in and to the Mortgage
Loans,
including all interest and principal received or receivable by the
Seller on or
with respect to the Mortgage Loans after the Cut-off Date (and
including
scheduled payments of principal and interest due after the Cut-off
Date but
received by the Seller on or before the Cut-off Date and Principal
Prepayments
received or applied on the Cut-off Date, but not including payments
of principal
and interest due on the Mortgage Loans on or before the Cut-off
Date), together
with all of the Seller's rights, title and interest in and to the
proceeds of
any related title, hazard, primary mortgage, mortgage pool policy
or other
insurance policies, but excluding any fees payable by a Mortgagor
for the right
to cancel any portion of principal or interest of a BPP Mortgage
Loan. The
Company hereby directs the Seller, and the Seller hereby agrees, to
deliver to
the Custodian on behalf of the Trustee all documents, instruments
and agreements
required to be delivered by the Company to the Trustee or the
Custodian on
behalf of the Trustee under the Pooling and Servicing Agreement and
such other
documents, instruments and agreements as the Company, the Custodian
or the
Trustee shall reasonably request.
3. Representations and Warranties. The Seller hereby represents
and
warrants to the Company that (i) the Company's representations and
warranties to
the Trustee pursuant to Section 2.04 of the Pooling and Servicing
Agreement
insofar as they relate to the Mortgage Loans are true and correct,
as of the
date thereof, and (ii) the Seller has not dealt with any broker,
investment
banker, agent or other Person (other than the Company and Banc of
America
Securities LLC) who may be entitled to any commission or
compensation in
connection with the sale of the Mortgage Loans. The Seller hereby
agrees to cure
any breach of such representations and warranties in accordance
with the terms
of the Pooling and Servicing Agreement.
4. Repurchase or Substitution. The Seller hereby agrees to
repurchase any Mortgage Loan (i) for which any document is not
delivered, as
provided in paragraph 2 above, (ii) which is found by the Trustee
(or the
Custodian, on behalf of the Trustee) to be defective in any
material respect, as
provided in the Pooling and Servicing Agreement, or (iii) which is
discovered at
any time not to be in conformance with the representations and
warranties
referred to in paragraph 3 above and which document relating
thereto the Seller
does not deliver or which defect or breach the Seller does not cure
(as provided
in paragraph 3 above) within 90 days after the date of notice
