|
AMENDMENT NUMBER TWO
to the
MORTGAGE LOAN PURCHASE AND SERVICING AGREEMENT,
dated as of November 1, 2001,
between
UBS WARBURG REAL ESTATE SECURITIES INC.,
and
COUNTRYWIDE HOME LOANS, INC.
This AMENDMENT NUMBER TWO (this
“Amendment”) is made as of August 1, 2003, between
Countrywide Home Loans, Inc., (the “Seller”) and UBS
Warburg Real Estate Securities Inc., (the
“Purchaser”), to the Master Loan Purchase and
Servicing Agreement, dated as of November 1, 2001 (as amended,
supplemented or otherwise modified from time to time, the
“Agreement”) between the Purchaser and the Seller,
as otherwise amended.
RECITALS
WHEREAS, the Seller and the Purchaser hereto desire to amend the
Agreement subject to the terms and conditions of this
Amendment.
NOW THEREFORE, for good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, and of the mutual covenants herein contained, the
parties hereto hereby agree as follows:
SECTION 1. Defined Terms. Any terms capitalized but not
otherwise defined herein shall have the respective meanings set
forth in the Agreement.
SECTION 2. Amendments. Effective as of August 1, 2003, the
Agreement is hereby amended as follows:
(A)
The first WHEREAS clause is amended to add “and conventional
fixed rate” following the words “conventional
adjustable rate”.
(B)
The following definitions are added to Section 1:
(i)
Adjustable Rate Mortgage Loan: A Mortgage
Loan in which the related Mortgage Note contains a provision
whereby the Mortgage Interest Rate is adjusted from time to time
in accordance with the terms of the Mortgage Note.
(ii)
Fixed Rate Mortgage Loan: A Mortgage Loan
wherein the Mortgage Interest Rate set forth in the Mortgage
Note is fixed for the term of such Mortgage Loan.
(C) The following definitions in Section 1 are
hereby revised by deleting the definition in its entirety and
replacing it with the following:
(i)
Mortgage Loan: An individual Fixed Rate
Mortgage Loan or Adjustable Rate Mortgage Loan, which Mortgage
Loan includes without limitation the Mortgage File, the Monthly
Payments, Principal Prepayments, Liquidation Proceeds,
Condemnation Proceeds, Insurance Proceeds, REO disposition
proceeds, and all other rights, benefits, proceeds and
obligations arising from or in connection with such Mortgage
Loan.
(ii)
Periodic Rate Cap: With respect to each
Adjustable Rate Mortgage Loan, the provision of each Mortgage
Note which provides for an absolute maximum amount by which the
Mortgage Interest Rate therein may increase or decrease on an
Interest Rate Adjustment Date above the Mortgage Interest Rate
previously in effect, equal to the rate set forth on the
Mortgage Loan Schedule per adjustment. The Periodic Rate Cap for
a Treasury Rate Mortgage Loan, a LIBOR Mortgage Loan, a 10/1 ARM
Mortgage Loan, a 7/1 ARM Mortgage Loan, a 5/1 ARM Mortgage Loan
and a 3/1 ARM Mortgage Loan is 2%; provided, however, that the
Periodic Rate Cap does not apply to a 5/1 ARM Mortgage Loan, a
7/1 ARM Mortgage Loan or a 10/1 ARM Mortgage Loan for the
initial Interest Rate Adjustment Date. The Periodic Rate Cap for
a CD Mortgage Loan is 1%.
(iii)
Servicing Fee Rate: Unless otherwise
provided for in the related Purchase Price and Terms Letter and
set forth in the related Mortgage Loan Schedule, (i) 0.25% per
annum with respect to Fixed Rate Mortgage Loans, (ii) 0.375% per
annum with respect to LIBOR Mortgage Loans, Treasury Rate
Mortgage Loans and CD Mortgage Loans, (iii) with respect to 5/1
ARM Mortgage Loans, 7/1 ARM Mortgage Loans and 10/1 ARM Mortgage
Loans, 0.25% per annum during the period the interest rate on
such Mortgage Loan is fixed and 0.375% per annum thereafter,
(iv) with respect to 3/1 ARM Mortgage Loans 0.25% per annum.
(iv)
Convertible Mortgage Loan: Any Adjustable
Rate Mortgage Loan that contains a provision whereby the
Mortgagor is permitted to convert the Mortgage Loan to a
fixed-rate mortgage loan in accordance with the terms of the
related Mortgage Note.
(v)
Custodial Account: The separate account
or accounts created and maintained pursuant to this Agreement,
which shall be an Eligible Account and shall be entitled
“Countrywide Home Loans, Inc. in trust for the Purchaser
and various Mortgagors, Fixed and Adjustable Rate Mortgage
Loans”.
(vi)
Escrow Account: The separate trust
account or accounts created and maintained pursuant to thi
| 
