Exhibit 99.4
AMENDMENT NUMBER TWO
to the Master Mortgage Loan Purchase and Interim Servicing
Agreement
dated as of September 1, 2004
by and between
DOWNEY SAVINGS AND LOAN ASSOCIATION, F.A.
and
GREENWICH CAPITAL FINANCIAL PRODUCTS, INC.
This AMENDMENT NUMBER TWO is made this
23rd day of September, 2005, by and between DOWNEY SAVINGS AND LOAN
ASSOCIATION, F.A., having an address at 3501 Jamboree Road, Newport
Beach, California 92660 (the “Seller”) and GREENWICH
CAPITAL FINANCIAL PRODUCTS, INC., having an address at 600
Steamboat Road, Greenwich, Connecticut 06830 (the
“Purchaser”) to the Master Mortgage Loan Purchase and
Interim Servicing Agreement, dated as of September 1, 2004, by and
between the Seller and the Purchaser, as amended (the
“Agreement”) Capitalized terms used but not otherwise
defined herein shall have the meanings assigned to such terms in
the Agreement.
RECITALS
WHEREAS, the Purchaser and the Seller
desire to amend the Agreement, subject to the terms hereof, to
modify the Agreement as specified herein with respect to any pools
of Mortgage Loans purchased by the Purchaser on or after April 1,
2005;
WHEREAS, the Purchaser and the Seller
have agreed to amend the Agreement as set forth herein;
and
WHEREAS, the Purchaser and the Seller
each have agreed to execute and deliver this Amendment Number Two
on the terms and conditions set forth herein;
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 Amendments.
(a) Effective as of April 1, 2005,
Section 6.03, third paragraph of the Agreement is hereby amended by
adding the following language at the end thereof:
“In the event the Seller cannot
deliver the original recorded Mortgage or an original policy of
title insurance on the related Closing Date, the Seller shall,
promptly upon receipt thereof and in any case not later than 180
days from the related Closing Date, deliver such original recorded
Mortgage or original policy of title insurance, as applicable, to
the Custodian. Notwithstanding the foregoing, in the event a
Mortgage Loan for which the original Mortgage and/or the original
policy of title insurance has not been delivered, becomes subject
to a whole loan transfer or a pass-through transfer and any such
transfer requires delivery of such original documents, the Seller
shall provide a copy of such Mortgage certified by the applicable
Seller, escrow agent, title insurer or closing attorney to be a
true and complete copy of the original recorded Mortgage and/or a
marked insurance commitment, as applicable, within thirty (30) days
of such request.”
(b) Effective as of April 1, 2005,
Subsection 7.02(xlvi) of the Agreement is hereby amended by
deleting it in its entirety and replacing it with the
following:
“(xlvi)
No predatory, abusive or deceptive
lending practices, including but not limited to, the extension of
credit to a mortgagor without regard for the mortgagor’s
ability to repay the Mortgage Loan and the extension of credit to a
mortgagor which has no apparent benefit to the mortgagor, were
employed in connection with the origination of the Mortgage Loan.
Each Mortgage Loan is in compliance with the anti-predatory lending
eligibility for purchase requirements of the FNMA
Guides,”
(c) Effective as of April I, 2005,
Subsection 7.02(xlviii) of the Agreement is hereby amended by
deleting it in its entirety and replacing it with the
following:
“(xlviii)
No Mortgagor was required to purchase any
credit insurance product (e.g., life, mortgage, disability,
accident, unemployment or health insurance product) or debt
cancellation agreement as a condition of obtaining the extension of
credit. No Mortgagor obtained a prepaid single premium credit life,
mortgage, disability, accident, unemployment or health insurance
product in connection with the origination of the Mortgage Loan. No
proceeds from any Mortgage Loan were used to
