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EXHIBIT 10.2
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GS MORTGAGE SECURITIES CORPORATION II,
PURCHASER,
GREENWICH CAPITAL FINANCIAL PRODUCTS, INC.,
SELLER
MORTGAGE LOAN PURCHASE AGREEMENT
Dated as of July 1, 2007
Series 2007-GG10
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This Mortgage Loan Purchase Agreement (this "Agreement"), dated
as
of July 1, 2007, is between GS Mortgage Securities Corporation
II, a Delaware
corporation, as purchaser (the "Purchaser"), and Greenwich
Capital Financial
Products, Inc., a Delaware corporation, as seller (the
"Seller").
Capitalized terms used in this Agreement not defined herein
shall
have the meanings ascribed to them in the Pooling and Servicing
Agreement, dated
as of July 1, 2007 (the "Pooling and Servicing Agreement"),
among the Purchaser,
as seller, Wachovia Bank, National Association, as master
servicer (the "Master
Servicer"), CWCapital Asset Management LLC, as special servicer
(the "Special
Servicer"), and Wells Fargo Bank, N.A., as trustee (the
"Trustee"), pursuant to
which the Purchaser will sell the Mortgage Loans (as defined
herein) and certain
other commercial mortgage loans (including the Other Seller
Interests (as
defined below)) to a trust fund (the "Trust Fund") and
certificates representing
ownership interests in such mortgage loans will be issued by the
Trust Fund. For
purposes of this Agreement, "Mortgage Loans" refers to the
mortgage loans listed
on Exhibit A and "Mortgaged Properties" refers to the properties
securing such
Mortgage Loans; provided that, in the case of each Joint Loan
(as defined
below), if the context requires, the term "Mortgage Loan" shall
refer to the
related Seller Interest (as defined below) with respect to such
Joint Loan.
The Purchaser and the Seller wish to prescribe the manner of
sale of
the Mortgage Loans from the Seller to the Purchaser and in
consideration of the
premises and the mutual agreements hereinafter set forth, agree
as follows:
SECTION 1 Sale and Conveyance of Mortgages; Possession of
Mortgage
File. The Seller does hereby sell, transfer, assign, set over
and convey to the
Purchaser subject to the rights of the other holders of
interests in a Companion
Loan all of its right, title and interest in and to the Mortgage
Loans
identified on Exhibit A (the "Mortgage Loan Schedule") including
all interest
and principal received on or with respect to the Mortgage Loans
after the
Cut-off Date (other than payments of principal and interest
first due on the
Mortgage Loans on or before the Cut-off Date). With respect to
each of the
mortgage loans identified on the Mortgage Loan Schedule as 1615
L Street and
Wells Fargo Tower (the "Lehman Joint Loans"), the Seller will
sell a 51% pari
passu interest and a 49% pari passu interest, respectively, in
such mortgage
loans, and Lehman Brothers Holdings Inc. ("Lehman") will sell a
49% pari passu
interest and a 51% pari passu interest, respectively, in such
mortgage loans
pursuant to a Mortgage Loan Purchase Agreement dated as of July
1, 2007 (the
"Lehman Mortgage Loan Purchase Agreement"). With respect to the
mortgage loan
identified on the Mortgage Loan Schedule as 119 West 40th Street
(the "Wachovia
Joint Loan" and, together with the Lehman Joint Loans, the
"Joint Loans"), the
Seller will sell a 50% pari passu interest in such mortgage
loan, and Wachovia
Bank, National Association ("Wachovia" and, together with
Lehman, the "Other
Sellers") will sell a 50% pari passu interest in such mortgage
loan pursuant to
a Mortgage Loan Purchase Agreement dated as of July 1, 2007 (the
"Wachovia
Mortgage Loan Purchase Agreement" and, together with the Lehman
Mortgage Loan
Purchase Agreement, the "Other Mortgage Loan Purchase
Agreements"). With respect
to each Joint Loan, the Seller's interest in such Joint Loan
that is being sold
to the Purchaser hereunder is referred to herein as the "Seller
Interest"; and
the related Other Seller's interest in such Joint Loan that is
being sold to the
Purchaser under the related Other Mortgage Loan Purchase
Agreement is referred
to herein as the "Other Seller Interest". Upon the sale of the
Mortgage Loans,
the ownership of each related Note, subject to the rights of the
other holders
of interest in a Companion Loan, the Seller's interest in the
related Mortgage
and the other contents of the related Mortgage File, will be
vested in the
Purchaser and immediately thereafter the Trustee, and the
ownership of records
and documents with respect to the related Mortgage Loan (other
than a
Non-Serviced Companion Loan) prepared by or which come into the
possession of
the Seller shall immediately vest in the Purchaser and
immediately thereafter
the Trustee. The Purchaser will sell the Class A-1, Class A-2,
Class A-3, Class
A-AB, Class A-4, Class A-1A, Class A-M, Class A-J, Class B,
Class C, Class D,
Class E and Class F Certificates (the "Offered Certificates") to
the
underwriters (the "Underwriters") specified in the Underwriting
Agreement, dated
as of June 21, 2007 (the "Underwriting Agreement"), between the
Purchaser and
the Underwriters, and the Purchaser will sell the Class X, Class
G, Class H,
Class J, Class K, Class L, Class M, Class N, Class O, Class P,
Class Q, Class S,
Class R and Class LR Certificates (the "Private Certificates")
to the initial
purchasers (the "Initial Purchasers" and, collectively with the
Underwriters,
the "Dealers") specified in the Certificate Purchase Agreement,
dated as of June
21, 2007 (the "Certificate Purchase Agreement"), between the
Purchaser and
Initial Purchasers.
The sale and conveyance of the Mortgage Loans is being conducted
on
an arms-length basis and upon commercially reasonable terms. As
the purchase
price for the Mortgage Loans, the Purchaser shall pay to the
Seller or at the
Seller's direction $4,656,603,876.70 (excluding accrued interest
and certain
post-settlement adjustment for expenses incurred by the
Underwriters on behalf
of the Depositor). The purchase and sale of the Mortgage Loans
shall take place
on the Closing Date.
SECTION 2 Books and Records; Certain Funds Received After
the
Cut-off Date. From and after the sale of the Mortgage Loans to
the Purchaser,
record title to each Mortgage and the related Note shall be
transferred to the
Trustee in accordance with this Agreement. Any funds due after
the Cut-off Date
in connection with a Mortgage Loan received by the Seller shall
be held in trust
for the benefit of the Trustee as the owner of such Mortgage
Loan and shall be
transferred promptly to the Trustee. All scheduled payments of
principal and
interest due on or before the Cut-off Date but collected after
the Cut-off Date,
and recoveries of principal and interest collected on or before
the Cut-off Date
(only in respect of principal and interest on the Mortgage Loans
due on or
before the Cut-off Date and principal prepayments thereon),
shall belong to, and
shall be promptly remitted to, the Seller.
The transfer of each Mortgage Loan shall be reflected on the
Seller's balance sheets and other financial statements as a sale
of the Mortgage
Loans by the Seller to the Purchaser. The Seller intends to
treat the transfer
of each Mortgage Loan to the Purchaser as a sale for tax
purposes.
The transfer of each Mortgage Loan shall be reflected on the
Purchaser's balance sheets and other financial statements as the
purchase of the
Mortgage Loans by the Purchaser from the Seller. The Purchaser
intends to treat
the transfer of each Mortgage Loan from the Seller as a purchase
for tax
purposes. The Purchaser shall be responsible for maintaining,
and shall
maintain, a set of records for each Mortgage Loan which shall be
clearly marked
to reflect the transfer of ownership of each Mortgage Loan by
the Seller to the
Purchaser pursuant to this Agreement.
SECTION 3 Delivery of Mortgage Loan Documents; Additional Costs
and
Expenses. (a) The Purchaser hereby directs the Seller, and the
Seller hereby
agrees, upon the transfer of the Mortgage Loans contemplated
herein, to deliver
or cause to be delivered to the Trustee or a Custodian appointed
thereby on the
dates set forth in Section 2.01 of the Pooling and Servicing
Agreement, all
documents, instruments and agreements required to be delivered
by the Purchaser
to the Trustee with respect to the Mortgage Loans under Section
2.01 of the
Pooling and Servicing Agreement, and meeting all the
requirements of such
Section 2.01, provided that the Seller shall not be required to
deliver any
draft documents, privileged communications, credit underwriting,
due diligence
analyses or data or internal worksheets, memoranda,
communications or
evaluations.
(b) The Seller shall deliver to the Master Servicer within
10
business days after the Closing Date, documents and records that
(i) relate to
the servicing and administration of the Mortgage Loans, (ii) are
reasonably
necessary for the ongoing administration and/or servicing of the
Mortgage Loans
(including any asset summaries related to the Mortgage Loans
that were delivered
to the Rating Agencies in connection with the rating of the
Certificates) and
(iii) are in possession or control of the Seller, together with
(x) all
unapplied Escrow Payments in the possession or under control of
the Seller that
relate to the Mortgage Loans and (y) a statement indicating
which Escrow
Payments are allocable to such Mortgage Loans); provided that
the Seller shall
not be required to deliver any draft documents, privileged or
other
communications, credit underwriting, due diligence analyses or
data or internal
worksheets, memoranda, communications or evaluations.
(c) Notwithstanding anything to the contrary in this Agreement,
with
respect to each Joint Loan, the delivery of the required
documents by the Seller
or the related Other Seller shall satisfy the delivery
requirements of the
Seller hereunder except with respect to the Notes.
SECTION 4 Treatment as a Security Agreement. Pursuant to Section
1
hereof, the Seller has conveyed to the Purchaser all of its
right, title and
interest in and to the Mortgage Loans. The parties intend that
such conveyance
of the Seller's right, title and interest in and to the Mortgage
Loans pursuant
to this Agreement shall constitute a purchase and sale and not a
loan. If such
conveyance is deemed to be a pledge and not a sale, then the
parties also intend
and agree that the Seller shall be deemed to have granted, and
in such event
does hereby grant, to the Purchaser, a first priority security
interest in all
of its right, title and interest in, to and under the Mortgage
Loans, all
payments of principal or interest on such Mortgage Loans due
after the Cut-off
Date, all other payments made in respect of such Mortgage Loans
after the
Cut-off Date (other than scheduled payments of principal and
interest due on or
before the Cut-off Date) and all proceeds thereof, and that this
Agreement shall
constitute a security agreement under applicable law. If such
conveyance is
deemed to be a pledge and not a sale, the Seller consents to the
Purchaser
hypothecating and transferring such security interest in favor
of the Trustee
and transferring the obligation secured thereby to the
Trustee.
SECTION 5 Covenants of the Seller. The Seller covenants with
the
Purchaser as follows:
(a) except with respect to a Non-Serviced Mortgage Loan, it
shall
record or cause a third party to record in the appropriate
public recording
office for real property the assignments of the Mortgage Loans,
assignments of
assignment of leases, rents and profits and the assignments of
Mortgage and each
related UCC-2 and UCC-3 financing statement referred to in the
definition of
Mortgage File from the Seller to the Trustee in connection with
the Pooling and
Servicing Agreement. All out of pocket costs and expenses
relating to the
recordation or filing of such assignments, assignments of
Mortgage and financing
statements shall be paid by the Seller. If any such document or
instrument is
lost or returned unrecorded or unfilled, as the case may be,
because of a defect
therein, then the Seller shall prepare a substitute therefore or
cure such
defect of cause such to be done, as the case may be, and the
Seller shall
deliver such substitute or corrected document or instrument to
the Trustee (or,
if the Mortgage Loan is then no longer subject to the Pooling
and Servicing
Agreement, the then holder of such Mortgage Loan).
(b) it shall take any action reasonably required by the
Purchaser,
the Trustee or the Servicer in order to assist and facilitate
the transfer of
the servicing of the Mortgage Loans to the Servicer, including
effectuating the
transfer of any letters of credit with respect to any Mortgage
Loan to the
Servicer on behalf of the Trustee for the benefit of
Certificateholders. Prior
to the date that a letter of credit with respect to any Mortgage
Loan is
transferred to the Servicer, the Seller will cooperate with the
reasonable
requests of the Servicer or Special Servicer, as applicable, in
connection with
effectuating a draw under such letter of credit as required
under the terms of
the related Loan Documents. Notwithstanding the foregoing, this
Section 5(b)
shall not apply with respect to a Non-Serviced Mortgage
Loan;
(c) The Seller shall provide the Master Servicer the initial
data
with respect to each Mortgage Loan for the CMSA Financial File
and the CMSA Loan
Periodic Update File that are required to be prepared by the
Master Servicer
pursuant to the Pooling and Servicing Agreement and the
Supplemental Servicer
Schedule;
(d) if during the period of time that the Underwriters are
required,
under applicable law, to deliver a prospectus related to the
Offered
Certificates in connection with sales of the Offered
Certificates by an
Underwriter or a dealer and the Seller has obtained actual
knowledge of
undisclosed or corrected information related to an event that
occurred prior to
the Closing Date, which event causes the Seller Information
previously provided
to be incorrect or untrue, and which directly results in a
material misstatement
or omission in the Prospectus Supplement, including Annex A,
Annex B, Annex C-1
or Annex C-2 thereto and the CD-ROM and the Diskette included
therewith
(collectively, the "Public Offering Documents"), and as a result
the
Underwriters' legal counsel has determined that it is necessary
to amend or
supplement the Public Offering Documents in order to make the
statements
therein, in the light of the circumstances when the Prospectus
is delivered to a
purchaser, not misleading, or to make the Public Offering
Documents in
compliance with applicable law, the Seller shall (to the extent
that such
amendment or supplement solely relates to the Seller Information
at the expense
of the Seller, do all things reasonably necessary to assist the
Depositor to
prepare and furnish to the Underwriters, such amendments or
supplements to the
Public Offering Documents as may be necessary so that the
statements in the
Public Offering Documents, as so amended or supplemented, will
not, in the light
of the circumstances when the Prospectus is delivered to a
purchaser, be
misleading and will comply with applicable law. (All terms under
this clause (d)
and not otherwise defined in this Agreement shall have the
meanings set forth in
the Indemnification Agreement, dated June 21, 2007, between the
Seller and the
Purchaser (the "Indemnification Agreement" and, together with
this Agreement,
the "Operative Documents")); and
(e) for so long as the Trust Fund is subject to the
reporting
requirements of the Exchange Act, the Seller shall provide the
Purchaser (or
with respect to any Serviced Companion Loan that is deposited
into another
securitization, the depositor of such securitization) and the
Paying Agent with
any Additional Form 10-D Disclosure and any Additional Form 10-K
Disclosure set
forth next the Seller's name on Exhibit U and Exhibit V of the
Pooling and
Servicing Agreement within the time periods set forth in the
Pooling and
Servicing Agreement.
SECTION 6 Representations and Warranties.
(a) The Seller represents and warrants to the Purchaser as of
the
date hereof and as of the Closing Date that:
(i) The Seller is a corporation, duly organized, validly
existing
and in good standing under the laws of the State of Delaware
with full
power and authority to own its assets and conduct its business,
is duly
qualified as a foreign organization in good standing in all
jurisdictions
to the extent such qualification is necessary to hold and sell
the
Mortgage Loans or otherwise comply with its obligations under
this
Agreement except where the failure to be so qualified would not
have a
material adverse effect on its ability to perform its
obligations
hereunder, and the Seller has taken all necessary action to
authorize the
execution, delivery and performance under the Operative
Documents and has
duly executed and delivered this Agreement and the
Indemnification
Agreement, and has the power and authority to execute, deliver
and perform
under this Agreement and each other Operative Document and all
the
transactions contemplated hereby and thereby, including, but not
limited
to, the power and authority to sell, assign, transfer, set over
and convey
the Mortgage Loans in accordance with this Agreement;
(ii) Assuming the due authorization, execution and delivery of
each
Operative Document by each party thereto other than the Seller,
each
Operative Document will constitute a legal, valid and binding
obligation
of the Seller, enforceable against the Seller in accordance with
its
terms, except as such enforcement may be limited by
bankruptcy,
insolvency, reorganization, moratorium or other similar laws
affecting the
enforcement of creditors' rights generally, and by general
principles of
equity (regardless of whether such enforceability is considered
in a
proceeding in equity or at law);
(iii) The execution and delivery of each Operative Document by
the
Seller and the performance of its obligations hereunder and
thereunder
will not conflict with any provision of any law or regulation to
which the
Seller is subject, or conflict with, result in a breach of, or
constitute
a default under, any of the terms, conditions or provisions of
any of the
Seller's organizational documents or any agreement or instrument
to which
the Seller is a party or by which it is bound, or any order or
decree
applicable to the Seller, or result in the creation or
imposition of any
lien on any of the Seller's assets or property, in each case
which would
materially and adversely affect the ability of the Seller to
carry out the
transactions contemplated by the Operative Documents;
(iv) There is no action, suit, proceeding or investigation
pending
or, to the Seller's knowledge, threatened against the Seller in
any court
or by or before any other governmental agency or instrumentality
which
would materially and adversely affect the validity of the
Mortgage Loans
or the ability of the Seller to carry out the transactions
contemplated by
each Operative Document;
(v) The Seller is not in default with respect to any order or
decree
of any court or any order, regulation or demand of any federal,
state,
municipal or governmental agency, which default might have
consequences
that, in Seller's good faith and reasonable judgment, is likely
to
materially and adversely affect the condition (financial or
other) or
operations of the Seller or its properties or might have
consequences
that, in Seller's good faith and reasonable judgment, is likely
to
materially and adversely affect its performance under any
Operative
Document;
(vi) No consent, approval, authorization or order of any court
or
governmental agency or body is required for the execution,
delivery and
performance by the Seller of, or compliance by the Seller with,
each
Operative Document or the consummation of the transactions
contemplated
hereby or thereby, other than those which have been obtained by
the
Seller;
(vii) The transfer, assignment and conveyance of the Mortgage
Loans
by the Seller to the Purchaser is not subject to bulk transfer
laws or any
similar statutory provisions in effect in any applicable
jurisdiction; and
(viii) The Mortgage Loans were originated by a mortgagee
approved by
the Secretary of Housing and Urban Development pursuant to
Sections 203
and 211 of the Act, a savings and loan association, a savings
bank, a
commercial bank, credit union, insurance company or other
similar
institution which is supervised and examined by a federal or
state
authority.
(b) The Purchaser represents and warrants to the Seller as of
the
Closing Date that:
(i) The Purchaser is a corporation duly organized, validly
existing
and in good standing under the laws of the State of Delaware,
with full
corporate power and authority to own its assets and conduct its
business,
is duly qualified as a foreign corporation in good standing in
all
jurisdictions in which the ownership or lease of its property or
the
conduct of its business requires such qualification, except
where the
failure to be so qualified would not have a material adverse
effect on the
ability of the Purchaser to perform its obligations hereunder,
and the
Purchaser has taken all necessary action to authorize the
execution,
delivery and performance of this Agreement by it, and has the
power and
authority to execute, deliver and perform this Agreement and all
the
transactions contemplated hereby;
(ii) Assuming the due authorization, execution and delivery of
this
Agreement by the Seller, this Agreement will constitute a legal,
valid and
binding obligation of the Purchaser, enforceable against the
Purchaser in
accordance with its terms, except as such enforcement may be
limited by
bankruptcy, insolvency, reorganization, moratorium or other
similar laws
affecting the enforcement of creditors' rights generally, and by
general
principles of equity (regardless of whether such enforceability
is
considered in a proceeding in equity or at law);
(iii) The execution and delivery of this Agreement by the
Purchaser
and the performance of its obligations hereunder will not
conflict with
any provision of any law or regulation to which the Purchaser is
subject,
or conflict with, result in a breach of, or constitute a default
under,
any of the terms, conditions or provisions of any of the
Purchaser's
organizational documents or any agreement or instrument to which
the
Purchaser is a party or by which it is bound, or any order or
decree
applicable to the Purchaser, or result in the creation or
imposition of
any lien on any of the Purchaser's assets or property, in each
case which
would materially and adversely affect the ability of the
Purchaser to
carry out the transactions contemplated by this Agreement;
(iv) There is no action, suit, proceeding or investigation
pending
or, to the Purchaser's knowledge, threatened against the
Purchaser in any
court or by or before any other governmental agency or
instrumentality
which would materially and adversely affect the validity of this
Agreement
or any action taken in connection with the obligations of the
Purchaser
contemplated herein, or which would be likely to impair
materially the
ability of the Purchaser to perform under the terms of this
Agreement;
(v) The Purchaser is not in default with respect to any order
or
decree of any court or any order, regulation or demand of any
federal,
state, municipal or governmental agency, which default might
have
consequences that would materially and adversely affect the
condition
(financial or other) or operations of the Purchaser or its
properties or
might have consequences that would materially and adversely
affect its
performance under any Operative Document;
(vi) No consent, approval, authorization or order of any court
or
governmental agency or body is required for the execution,
delivery and
performance by the Purchaser of or compliance by the Purchaser
with this
Agreement or the consummation of the transactions contemplated
by this
Agreement other than those that have been obtained by the
Purchaser.
(c) The Seller further makes the representations and warranties
as
to the Mortgage Loans set forth in Exhibit B as of the Closing
Date or other
date set forth in Exhibit B, which representations and
warranties are subject to
the exceptions thereto set forth in Exhibit C; provided that the
Seller
expressly does not make any Multifamily Representation with
respect to any
Mortgage Loan that is not in the Multifamily Loan Group. As used
in Exhibit B,
the term "Multifamily Loan Group" shall mean a loan group
comprised of the
multifamily mortgages and mortgages on manufactured housing
parks identified as
Loan Group 2 on the Mortgage Loan Schedule. The term
"Multifamily
Representation" shall mean each of the representations and
warranties made by
the Seller with respect to any Mortgage Loan in the Multifamily
Loan Group in
clause (48) of Exhibit B.
(d) Pursuant to the Pooling and Servicing Agreement, if any
party
thereto discovers that any document constituting a part of a
Mortgage File has
not been properly executed, is missing, contains information
that does not
conform in any material respect with the corresponding
information set forth in
the Mortgage Loan Schedule, or does not appear to be regular on
its face (each,
a "Document Defect"), or discovers or receives notice of a
breach of any
representation or warranty of the Seller made pursuant to
Section 6(c) of this
Agreement with respect to any Mortgage Loan (a "Breach"), such
party is required
to give prompt written notice thereof to the Seller.
(e) If any such Document Defect or Breach with respect to
any
Mortgage Loan materially and adversely affects (or, in the case
of a breach of
any Multifamily Representation, is deemed to materially and
adversely affect)
the value of the Mortgage Loan or the related Mortgaged Property
or the
interests of the Certificateholders therein, then such Document
Defect shall
constitute a "Material Document Defect" or such Breach shall
constitute a
"Material Breach," as the case may be. Promptly upon becoming
aware of any such
Material Document Defect or Material Breach (including through a
written notice
given by any party hereto, as provided above), the Seller, not
later than 90
days from the earlier of the Seller's discovery or receipt of
notice of such
Material Document Defect or Material Breach, as the case may be
(or, in the case
of a Material Document Defect or Material Breach relating to a
Mortgage Loan not
being a "qualified mortgage" within the meaning of the REMIC
Provisions, not
later than 90 days of any party discovering such Material
Document Defect or
Material Breach provided the Seller receives notice thereof in a
timely manner),
cure the same in all material respects (which cure shall include
payment of any
Additional Trust Fund Expenses associated therewith) or, if such
Material
Document Defect or Material Breach, as the case may be, cannot
be cured within
such 90 day period, repurchase the affected Mortgage Loan or any
related REO
Property at the applicable Purchase Price by wire transfer of
immediately
available funds to the Collection Account (or, in the case of a
Non-Serviced
Mortgage Loan or an REO Property that relates to a Non-Serviced
Mortgage Loan,
to the related REO Account); provided, however, that if (i) such
Material
Document Defect or Material Breach is capable of being cured but
not within such
90 day period, (ii) such Material Document Defect or Material
Breach is not
related to any Mortgage Loan's not being a "qualified mortgage"
within the
meaning of the REMIC Provisions and (iii) the Seller has
commenced and is
diligently proceeding with the cure of such Material Document
Defect or Material
Breach within such 90 day period, then the Seller shall have an
additional 90
days to complete such cure or, in the event of a failure to so
cure, to complete
such repurchase (it being understood and agreed that, in
connection with the
Seller's receiving such additional 90 day period, the Seller
shall deliver an
Officer's Certificate to the Trustee setting forth the reasons
such Material
Document Defect or Material Breach is not capable of being cured
within the
initial 90 day period and what actions the Seller is pursuing in
connection with
the cure thereof and stating that the Seller anticipates that
such Material
Document Defect or Material Breach will be cured within such
additional 90 day
period); and provided, further, that, if any such Material
Document Defect is
still not cured after the initial 90 day period and any such
additional 90 day
period solely due to the failure of the Seller to have received
the recorded
document, then the Seller shall be entitled to continue to defer
its cure and
repurchase obligations in respect of such Document Defect so
long as the Seller
certifies to the Trustee every 30 days thereafter that the
Document Defect is
still in effect solely because of its failure to have received
the recorded
document and that the Seller is diligently pursuing the cure of
such defect
(specifying the actions being taken), except that no such
deferral of cure or
repurchase may continue beyond the second anniversary of the
Closing Date. Any
such repurchase of a Mortgage Loan shall be on a servicing
released basis. The
Seller shall have no obligation to monitor the Mortgage Loans
regarding the
existence of a breach or a document defect, but if the Seller
discovers a
Material Breach or Material Document Defect with respect to a
Mortgage Loan, it
will notify the Purchaser. For purposes of this Section 6(e) and
other related
provisions of this Agreement, a breach of any Multifamily
Representation with
respect to a Mortgage Loan in the Multifamily Loan Group shall
be deemed to
materially and adversely affect the value of the Mortgage Loan
or the related
Mortgaged Property or the interests of the Certificateholders in
such Mortgage
Loan and shall constitute a Material Breach.
(f) In connection with any repurchase of a Mortgage Loan
pursuant to
this Section 6, the Pooling and Servicing Agreement shall
provide that, subject
to Section 3.26 of the Pooling and Servicing Agreement, the
Trustee, the
Custodian, the Master Servicer and the Special Servicer shall
each tender to the
repurchasing entity, upon delivery to each of them of a receipt
executed by the
repurchasing entity, all portions of the Mortgage File and other
documents
pertaining to such Mortgage Loan possessed by it, and each
document that
constitutes a part of the Mortgage File shall be endorsed or
assigned to the
extent necessary or appropriate to the repurchasing entity or
its designee in
the same manner, but only if the respective documents have been
previously
assigned or endorsed to the Trustee, and pursuant to appropriate
forms of
assignment, substantially similar to the manner and forms
pursuant to which such
documents were previously assigned to the Trustee; provided that
such tender by
the Trustee shall be conditioned upon its receipt from the
Master Servicer of a
Request for Release and an Officer's Certificate to the effect
that the
requirements for repurchase have been satisfied.
(g) The representations and warranties of the parties hereto
shall
survive the execution and delivery and any termination of this
Agreement and
shall inure to the benefit of the respective parties,
notwithstanding any
restrictive or qualified endorsement on the Notes or Assignment
of Mortgage or
the examination of the Mortgage Files.
(h) Each party hereby agrees to promptly notify the other party
of
any breach of a representation or warranty contained in Section
6(c). The
Seller's obligation to cure any breach or repurchase or
substitute any affected
Mortgage Loan pursuant to this Section 6 shall constitute the
sole remedy
available to the Purchaser in connection with a breach of any of
the Seller's
representations or warranties contained in this Section 6(c);
provided, however,
that no limitation of remedy is implied with respect to the
Seller's breach of
its obligation to cure, repurchase or substitute in accordance
with the terms
and conditions of this Agreement.
(i) With respect to each Joint Loan, in the event that the
related
Seller Interest is repurchased by the Seller pursuant to this
Section 6 but the
related Other Seller Interest is not repurchased by the related
Other Seller
pursuant to the related Other Mortgage Loan Purchase Agreement,
the Seller and
the Purchaser hereby agree that the provisions in Section 3.32
of the Pooling
and Servicing Agreement shall govern the servicing and
administration of such
Joint Loan and the rights and obligations of the Seller and the
Purchaser with
respect to such Joint Loan.
SECTION 7 Review of Mortgage File. The Purchaser shall require
the
Trustee or the Custodian pursuant to the Pooling and Servicing
Agreement to
review the Mortgage Files pursuant to Section 2.02 of the
Pooling and Servicing
Agreement and if it finds any document or documents not to have
been properly
executed, or to be missing or to be defective on its face in any
material
respect, to notify the Purchaser, which shall promptly notify
the Seller.
SECTION 8 Conditions to Closing. The obligation of the Seller
to
sell the Mortgage Loans shall be subject to the Seller having
received the
purchase price for the Mortgage Loans as contemplated by Section
1. The
obligations of the Purchaser to purchase the Mortgage Loans
shall be subject to
the satisfaction, on or prior to the Closing Date, of the
following conditions:
(a) Each of the obligations of the Seller required to be
performed
by it at or prior to the Closing Date pursuant to the terms of
this Agreement
shall have been duly performed and complied with and all of the
representations
and warranties of the Seller under this Agreement shall be true
and correct in
all material respects as of the Closing Date, and no event shall
have occurred
as of the Closing Date which would constitute a default under
this Agreement,
and the Purchaser shall have received a certificate to the
foregoing effect
signed by an authorized officer of the Seller substantially in
the form of
Exhibit D.
The Pooling and Servicing Agreement (to the extent it affects
the
obligations of the Seller hereunder), in such form as is agreed
upon and
acceptable to the Purchaser, the Seller, the Underwriters and
their respective
counsel in their reasonable discretion, shall be duly executed
and delivered by
all signatories as required pursuant to the terms thereof.
(b) The Purchaser shall have received the following
additional
closing documents:
(i) copies of the Seller's Articles of Association, charter,
by-laws
or other organizational documents and all amendments,
revisions,
restatements and supplements thereof, certified as of a recent
date by the
Secretary of the Seller;
(ii) a certificate as of a recent date of the Secretary of State
of
the State of Delaware to the effect that the Seller is duly
organized,
existing and in good standing in the State of Delaware;
(iii) an opinion of counsel of the Seller, subject to
customary
exceptions and carve-outs, in form substantially similar to the
opinions
set forth in Exhibit E, acceptable to the Underwriters and each
Rating
Agency; and
(iv) a letter from counsel of the Seller to the effect that
nothing
has come to such counsel's attention that would lead such
counsel to
believe that the Prospectus Supplement as of the date thereof or
as of the
Closing Date contains, with respect to the Seller or the
Mortgage Loans,
any untrue statement of a material fact or omits to state a
material fact
necessary in order to make the statements therein relating to
the Seller
or the Mortgage Loans, in the light of the circumstances under
which they
were made, not misleading.
(c) The Offered Certificates shall have been concurrently issued
and
sold pursuant to the terms of the Underwriting Agreement. The
Private
Certificates shall have been concurrently issued and sold
pursuant to the terms
of the Certificate Purchase Agreement.
(d) The Seller shall have executed and delivered
concurrently
herewith the Indemnification Agreement.
(e) The Seller shall furnish the Purchaser with such other
certificates of its officers or others and such other documents
and opinions to
evidence fulfillment of the conditions set forth in this
Agreement as the
Purchaser and its counsel may reasonably request.
SECTION 9 Closing. The closing for the purchase and sale of
the
Mortgage Loans shall take place at the office of Cadwalader,
Wickersham & Taft
LLP, New York, New York, at 10:00 a.m., on the Closing Date or
such other place
and time as the parties shall agree. The parties hereto agree
that time is of
the essence with respect to this Agreement.
SECTION 10 Expenses. The Seller will pay its pro rata share
(the
Seller's pro rata portion to be determined according to the
percentage that the
aggregate principal balance as of the Cut-off Date of all the
Mortgage Loans
represents as to the aggregate principal balance as of the
Cut-off Date of all
the mortgage loans to be included in the Trust Fund) of all
costs and expenses
of the Purchaser in connection with the transactions
contemplated herein,
including, but not limited to: (i) the costs and expenses of the
Purchaser in
connection with the purchase of the Mortgage Loans; (ii) the
costs and expenses
of reproducing and delivering the Pooling and Servicing
Agreement and this
Agreement and printing (or otherwise reproducing,) and
delivering the
Certificates; (iii) the reasonable and documented fees, costs
and expenses of
the Trustee and its counsel; (iv) the fees and disbursements of
a firm of
certified public accountants selected by the Purchaser and the
Seller with
respect to numerical information in respect of the Mortgage
Loans and the
Certificates included in the Prospectus, the Offering Circular
(as defined in
the Indemnification Agreement) and any related 8-K Information
(as defined in
the Underwriting Agreement), including the cost of obtaining any
"comfort
letters" with respect to such items; (v) the costs and expenses
in connection
with the qualification or exemption of the Certificates under
state securities
or blue sky laws, including filing fees and reasonable fees and
disbursements of
counsel in connection therewith; (vi) the costs and expenses in
connection with
any determination of the eligibility of the Certificates for
investment by
institutional investors in any jurisdiction and the preparation
of any legal
investment survey, including reasonable fees and disbursements
of counsel in
connection therewith; (vii) the costs and expenses in connection
with printing
(or otherwise reproducing) and delivering the Registration
Statement and
Prospectus and the reproducing and delivery of this Agreement
and the furnishing
to the Underwriters of such copies of the Registration
Statement, Prospectus and
this Agreement as the Underwriters may reasonably request;
(viii) the fees of
the rating agency or agencies requested to rate the
Certificates; and (ix) the
reasonable fees and expenses of Cadwalader, Wickersham &
Taft LLP, counsel to
the Purchaser and the Underwriters.
SECTION 11 Severability of Provisions. If any one or more of
the
covenants, agreements, provisions or terms of this Agreement
shall be for any
reason whatsoever held invalid, then such covenants, agreements,
provisions or
terms shall be deemed severable from the remaining covenants,
agreements,
provisions or terms of this Agreement and shall in no way affect
the validity or
enforceability of the other provisions of this Agreement.
Furthermore, the
parties shall in good faith endeavor to replace any provision
held to be invalid
or unenforceable with a valid and enforceable provision which
most closely
resembles, and which has the same economic effect as, the
provision held to be
invalid or unenforceable.
SECTION 12 Governing Law. This Agreement shall be construed
in
accordance with the laws of the State of New York without regard
to conflicts of
law principles and the obligations, rights and remedies of the
parties hereunder
shall be determined in accordance with such laws.
SECTION 13 No Third-Party Beneficiaries. The parties do not
intend
the benefits of this Agreement to inure to any third party
except as expressly
set forth in Section 14.
SECTION 14 Assignment. The Seller hereby acknowledges that
the
Purchaser has, concurrently with the execution hereof, executed
and delivered
the Pooling and Servicing Agreement and that, in connection
therewith, it has
assigned its rights hereunder to the Trustee for the benefit of
the
Certificateholders. The Seller hereby acknowledges its
obligations pursuant to
Sections 2.01, 2.02 and 2.03 of the Pooling and Servicing
Agreement. This
Agreement shall bind and inure to the benefit of and be
enforceable by the
Seller, the Purchaser and their permitted successors and
assigns. The warranties
and representations and the agreements made by the Seller herein
shall survive
delivery of the Mortgage Loans to the Trustee until the
termination of the
Pooling and Servicing Agreement.
SECTION 15 Notices. All communications hereunder shall be in
writing
and effective only upon receipt and (i) if sent to the
Purchaser, will be
mailed, hand delivered, couriered or sent by facsimile
transmission to it at 85
Broad Street, New York, New York 10004, to the attention of
Emily Brooks
Garriott, fax number (212) 346-3594, with a copy to David
Stiepleman, fax number
(212) 428-3141, (ii) if sent to the Seller, will be mailed, hand
delivered,
couriered or sent by facsimile transmission and confirmed to it
at Greenwich
Capital Financial Products, Inc., 600 Steamboat Road, Greenwich,
Connecticut
06830, to the attention of Andrew Snow, fax number (203)
618-2134, with a copy
to Paul Stevelman, Esq., fax number (203) 618-2132 and (iii) in
the case of any
of the preceding parties, such other address as may hereafter be
furnished to
the other party in writing by such parties.
SECTION 16 Amendment. This Agreement may be amended only by
a
written instrument which specifically refers to this Agreement
and is executed
by the Purchaser and the Seller. This Agreement shall not be
deemed to be
amended orally or by virtue of any continuing custom or
practice. No amendment
to the Pooling and Servicing Agreement which relates to defined
terms contained
therein or any obligations or rights of the Seller whatsoever
shall be effective
against the Seller unless the Seller shall have agreed to such
amendment in
writing.
SECTION 17 Counterparts. This Agreement may be executed in
any
number of counterparts, and by the parties hereto in separate
counterparts, each
of which when executed and delivered shall be deemed to be an
original and all
of which taken together shall constitute one and the same
instrument.
SECTION 18 Exercise of Rights. No failure or delay on the part
of
any party to exercise any right, power or privilege under this
Agreement and no
course of dealing between the Seller and the Purchaser shall
operate as a waiver
thereof, nor shall any single or partial exercise of any right,
power or
privilege under this Agreement preclude any other or further
exercise thereof or
the exercise of any other right, power or privilege. The rights
and remedies
herein expressly provided are cumulative and not exclusive of
any rights or
remedies which any party would otherwise have pursuant to law or
equity. No
notice to or demand on any party in any case shall entitle such
party to any
other or further notice or demand in similar or other
circumstances, or
constitute a waiver of the right of either party to any other or
further action
in any circumstances without notice or demand.
SECTION 19 No Partnership. Nothing herein contained shall be
deemed
or construed to create a partnership or joint venture between
the parties
hereto. Nothing herein contained shall be deemed or construed as
creating an
agency relationship between the Purchaser and the Seller and
neither party shall
take any action which could reasonably lead a third party to
assume that it has
the authority to bind the other party or make commitments on
such party's
behalf.
SECTION 20 Miscellaneous. This Agreement supersedes all
prior
agreements and understandings relating to the subject matter
hereof. Neither
this Agreement nor any term hereof may be waived, discharged or
terminated
orally, but only by an instrument in writing signed by the party
against whom
enforcement of the waiver, discharge or termination is
sought.
SECTION 21 Further Assurances. The Seller and Purchaser each
agree
to execute and deliver such instruments and take such further
actions as any
party hereto may, from time to time, reasonably request in order
to effectuate
the purposes and carry out the terms of this Agreement.
* * * * * *
<PAGE>
IN WITNESS WHEREOF, the Purchaser and the Seller have caused
their
names to be signed hereto by their respective officers thereunto
duly authorized
as of the day and year first above written.
GS MORTGAGE SECURITIES
CORPORATION II
By: /s/ Leo Huang
--------------------------------------
Name: Leo Huang
Title: CFO
GREENWICH CAPITAL FINANCIAL
PRODUCTS, INC.
By: /s/ Andrew B. Snow
--------------------------------------
Name: Andrew B. Snow
Title: Senior Vice President
<PAGE>
EXHIBIT A
MORTGAGE LOAN SCHEDULE
2007-GG10 Greenwich Mortgage Loan Schedule
<TABLE>
<CAPTION>
Control Loan Loan
Number Footnotes Number Group Property Name
-------- --------- ------- -------
------------------------------------
<S> <C> <C> <C> <C>
2 2 07-0209 Group 1 Wells Fargo Tower
3 2 07-0352 Group 1 Two California Plaza
4 06-1099 Group 1 TIAA RexCorp New Jersey Portfolio
4.01 06-1099 Group 1 7 Giralda Farms
4.02 06-1099 Group 1 1 Giralda Farms
4.03 06-1099 Group 1 101 JFK Parkway
4.04 06-1099 Group 1 3 Giralda Farms
4.05 06-1099 Group 1 103 JFK Parkway
4.06 06-1099 Group 1 44 Whippany Road
5 07-0195 Group 1 400 Atlantic Street
7 06-1016 Group 1 TIAA RexCorp Plaza
8 07-0170 Group 1 InTown Suites Portfolio
8.01 07-0170 Group 1 Chesapeake
8.02 07-0170 Group 1 Gilbert
8.03 07-0170 Group 1 Northside Drive
8.04 07-0170 Group 1 Roswell
8.05 07-0170 Group 1 Gwinnett Place
8.06 07-0170 Group 1 Ashley Phosphate
8.07 07-0170 Group 1 Newport News North
8.08 07-0170 Group 1 Forest Lane
8.09 07-0170 Group 1 Indian Trail
8.10 07-0170 Group 1 Oxmoor
8.11 07-0170 Group 1 Indianapolis Northwest
8.12 07-0170 Group 1 Mobile West
8.13 07-0170 Group 1 Preston Highway
8.14 07-0170 Group 1 Raleigh
8.15 07-0170 Group 1 St. Charles
8.16 07-0170 Group 1 Indianapolis East
8.17 07-0170 Group 1 Forest Park
8.18 07-0170 Group 1 Dayton
8.19 07-0170 Group 1 Douglasville
8.20 07-0170 Group 1 Lilburn
8.21 07-0170 Group 1 Columbus East
8.22 07-0170 Group 1 Hazelwood
8.23 07-0170 Group 1 Matthews
8.24 07-0170 Group 1 Greenville South
8.25 07-0170 Group 1 Columbia Northwest
8.26 07-0170 Group 1 Columbus North
8.27 07-0170 Group 1 Jackson
8.28 07-0170 Group 1 Lithia Springs
8.29 07-0170 Group 1 Pittsburgh
8.30 07-0170 Group 1 UNC
8.31 07-0170 Group 1 Charleston Central
8.32 07-0170 Group 1 Greenville North
8.33 07-0170 Group 1 Gwinnett
8.34 07-0170 Group 1 Woodstock
8.35 07-0170 Group 1 Warner Robbins
9 2, 4 07-0353 Group 1 550 South Hope Street
10 5 06-1086 Group 2 Harbor Point Apartments
11 6 07-0056 Group 1 119 West 40th Street
12 06-1300 Group 1 1615 L Street
13 7 06-0959 Group 1 9200 Sunset Boulevard
14 4 06-1328 Group 1 Disney Building
16 9 07-0294 Group 1 55 Railroad Avenue
18 10 07-0347 Group 1 Franklin Mills
19 2, 4 07-0354 Group 1 Maguire Anaheim Portfolio
19.01 07-0354 Group 1 500 Orange Tower
19.02 07-0354 Group 1 24 Hour Fitness
20 11 07-0210 Group 1 Great Escape Theatres
20.01 07-0210 Group 1 New Albany 16
20.02 07-0210 Group 1 Clarksville 16
20.03 07-0210 Group 1 McDonough 16
20.04 07-0210 Group 1 Moline 14
20.05 07-0210 Group 1 Wilder 14
20.06 07-0210 Group 1 Bowling Green 12
20.07 07-0210 Group 1 O'Fallon 14
20.08 07-0210 Group 1 Williamsport 12
20.09 07-0210 Group 1 Noblesville 10
20.10 07-0210 Group 1 Seymour 8
20.11 07-0210 Group 1 Bedford 7
22 07-0042 Group 1 915 Wilshire Boulevard
23 06-1363 Group 1 Hyatt Regency Penn's Landing
24 4 07-0138 Group 1 Crescent
25 4, 12 06-1326 Group 1 1125 17th Street
26 07-0126 Group 1 Residence Inn Alexandria Old Town
28 07-0078 Group 1 200 West Jackson Boulevard
29 15 07-0247 Group 1 National Plaza I, II, III
30 15 07-0358 Group 1 1051 Perimeter Drive
31 07-0094 Group 1 2001 L Street
33 4 06-1370 Group 1 The Wharf at Rivertown
34 2 07-0428 Group 1 Lincoln Town Center
35 4, 13, 15 06-1169 Group 1 Green Road
36 4, 13, 15 06-1171 Group 1 Crown Pointe/Victor Park
36.01 06-1171 Group 1 Crown Pointe
36.02 06-1171 Group 1 Victor Park
37 07-0135 Group 1 GP2
37.01 07-0135 Group 1 Candlewood Suites Sterling
37.02 07-0135 Group 1 Staybridge Suites Memphis
37.03 07-0135 Group 1 Surburban Extended Stay Sterling
37.04 07-0135 Group 1 Candlewood Suites Lake Mary
37.05 07-0135 Group 1 Surburban Extended Stay Wilmington
37.06 07-0135 Group 1 Surburban Extended Stay Jacksonville
39 07-0145 Group 1 Holiday Inn Portfolio (Fixed)
39.01 07-0145 Group 1 Holiday Inn Lansing
39.02 07-0145 Group 1 Holiday Inn Express Pensacola
39.03 07-0145 Group 1 Crown Plaza - Cedar Rapids
39.04 07-0145 Group 1 Holiday Inn Pensacola
39.05 07-0145 Group 1 Holiday Inn Greentree Pittsburgh
39.06 07-0145 Group 1 Holiday Inn Winter Haven
39.07 07-0145 Group 1 Ramada Plaza Macon
39.08 07-0145 Group 1 Holiday Inn York
39.09 07-0145 Group 1 Holiday Inn Sheffield
39.10 07-0145 Group 1 Ramada Charleston
39.11 07-0145 Group 1 Holiday Inn Lancaster
41 07-0079 Group 1 Hughes Airport Center II
41.01 07-0079 Group 1 880 Grier Drive
41.02 07-0079 Group 1 980 Kelly Johnson Drive
41.03 07-0079 Group 1 975 Kelly Johnson Drive
41.04 07-0079 Group 1 950 Grier Drive
41.05 07-0079 Group 1 955 Kelly Johnson Drive
42 2 07-0429 Group 1 3800 Chapman
43 4, 14 07-0044 Group 2 Lakeside at White Oak
44 07-0108 Group 1 Hyatt Regency Albuquerque
45 06-1368 Group 1 Riverpark I & II
45.01 06-1368 Group 1 Riverpark I
45.02 06-1368 Group 1 Riverpark II
46 06-1192 Group 1 Hotel Burnham
50 07-0034 Group 1 Texas Retail Portfolio
50.01 07-0034 Group 1 Crossroads Center
50.02 07-0034 Group 1 Parkwood Shopping Center
50.03 07-0034 Group 1 Live Oak Shopping Center
50.04 07-0034 Group 1 Sunburst Center
50.05 07-0034 Group 1 Gateway Center
50.06 07-0034 Group 1 East Ridge Center
51 16 06-1281 Group 1 Pavilion at Lansdale
52 4 06-1443 Group 1 Commonwealth Square
53 06-1369 Group 1 Whitehorse Road
54 06-1195 Group 1 900 King Street
55 07-0196 Group 1 CitiFinancial
56 07-0234 Group 1 Doubletree Bayside - Boston, MA
59 06-1371 Group 1 BPG Pennsylvania Properties
59.01 06-1371 Group 1 500 Gravers Road
59.02 06-1371 Group 1 Two Baldwin Place
59.03 06-1371 Group 1 723 Electronic Drive
59.04 06-1371 Group 1 4070 Butler Pike
60 06-1311 Group 1 Hawaii Self-Storage: Salt Lake
62 06-1417 Group 1 Credence Systems Corp
63 07-0043 Group 1 430 Davis Drive
65 07-0214 Group 1 Tempe Commerce
66 07-0242 Group 1 Avion Lakeside
67 06-1413 Group 1 Dulles Corporate Center
68 06-1401 Group 1 Berry Town Center
70 06-1173 Group 1 Home Depot South San Francisco
71 06-1420 Group 2 Fountains at Fair Oaks
73 06-1374 Group 1 Hawaii Self-Storage: Pearl City
76 06-0864 Group 1 Harbor Corporate Center
77 06-1421 Group 2 Renaissance Park
80 06-1399 Group 1 Lyons
83 07-0097 Group 1 Securlock Self Storage Portfolio
83.01 07-0097 Group 1 Securlock Self Storage Allen
83.02 07-0097 Group 1 Securlock Self Storage Plano
83.03 07-0097 Group 1 Securlock Self Storage Fort Worth
83.04 07-0097 Group 1 Securlock Self Storage Coppell
85 06-1422 Group 2 Canyon Terrace
86 07-0366 Group 1 840 Grier
87 07-0194 Group 1 Shops on Sage
88 06-1451 Group 1 Templetown Properties
88.01 06-1451 Group 1 2152 N Broad Street
88.02 06-1451 Group 1 Antoinette (1429 N 15th)
88.03 06-1451 Group 1 1501 N 16th Street
88.04 06-1451 Group 1 1840 N 16th Street
88.05 06-1451 Group 1 1429 West Diamond Street
88.06 06-1451 Group 1 1520 N 15th Street
88.07 06-1451 Group 1 1525 N. 16th Street
88.08 06-1451 Group 1 1529 N 15th Street
88.09 06-1451 Group 1 1524 N. 16th Street
88.10 06-1451 Group 1 1403 Jefferson Street
88.11 06-1451 Group 1 1621 W Diamond Street
88.12 06-1451 Group 1 1641 W Diamond Street
88.13 06-1451 Group 1 1617 West Oxford Street
88.14 06-1451 Group 1 1809 N 17th Street
88.15 06-1451 Group 1 1820 Willington Street
88.16 06-1451 Group 1 1840 Willington Street
88.17 06-1451 Group 1 1430 West Susquehanna Avenue
88.18 06-1451 Group 1 1516 Montgomery Street
88.19 06-1451 Group 1 1908 N 17th Street
88.20 06-1451 Group 1 1428 West Susquehanna Avenue
88.21 06-1451 Group 1 2229 N Park
88.22 06-1451 Group 1 1414 West Diamond Street
88.23 06-1451 Group 1 1732 N Sydenham Street
88.24 06-1451 Group 1 2116 Carlisle Street
88.25 06-1451 Group 1 2118 Carlisle Street
88.26 06-1451 Group 1 2124 Carlisle Street
88.27 06-1451 Group 1 2126 Carlisle Street
88.28 06-1451 Group 1 2142 Carlisle Street
88.29 06-1451 Group 1 2144 Carlisle Street
88.30 06-1451 Group 1 2146 Carlisle Street
88.31 06-1451 Group 1 2152 Carlisle Street
88.32 06-1451 Group 1 2109 N 12th Street
88.33 06-1451 Group 1 1533 N Sydenham Street
88.34 06-1451 Group 1 1630 Willington Street
88.35 06-1451 Group 1 1518 Fontain Street
88.36 06-1451 Group 1 1534 Fontain Street
88.37 06-1451 Group 1 1613 Edgley Street
88.38 06-1451 Group 1 1629 Fontain Street
88.39 06-1451 Group 1 2124 N 17th Street
88.40 06-1451 Group 1 1536 Fontain Street
88.41 06-1451 Group 1 1808 Willington Street
88.42 06-1451 Group 1 1829 Willington Street
88.43 06-1451 Group 1 1520 Page Street
88.44 06-1451 Group 1 1611 Edgley Street
88.45 06-1451 Group 1 1618 Edgley Street
88.46 06-1451 Group 1 1815 Willington Street
88.47 06-1451 Group 1 1806 Willington Street
88.48 06-1451 Group 1 1535 N Sydenham Street
101 07-0019 Group 1 94-1420 Moaninai Street
103 07-0180 Group 1 The Pennsylvania Business Center
103.01 07-0180 Group 1 Pennsylvania Business Center
103.02 07-0180 Group 1 Wesley Building
104 06-1308 Group 1 Dockside 500
105 07-0006 Group 2 Ashley Place Apartments
106 06-1445 Group 1 Kmart Center
108 07-0179 Group 1 Fairview Industrial Park
113 4 06-1457 Group 1 9th Street Marketplace
114 07-0176 Group 1 4080 27th Court SE
115 07-0236 Group 1 375 Rivertown Drive
118 06-1444 Group 1 Glenbrook Shopping Center
119 06-0996 Group 1 LA Fitness Brandon
122 06-1432 Group 1 US Storage - Norwalk
123 06-0850 Group 1 Hampton Inn Omaha
124 06-1272 Group 1 Homewood Suites - Charlotte
128 07-0232 Group 1 Country Inn & Suites Portfolio
128.01 07-0232 Group 1 Country Inn & Suites - Cedar
Falls
128.02 07-0232 Group 1 Country Inn & Suites - Waterloo
137 07-0205 Group 2 Cobblestone Creek Apartments
138 07-0008 Group 2 Casa Linda Apartments
139 07-0061 Group 1 1623 North Sheffield Avenue
141 07-0076 Group 1 442 Civic Center Drive
143 07-0018 Group 1 821 Grier Road
144 06-1365 Group 1 Beckman Chaska MN
155 06-1282 Group 2 Villas of La Costa
156 07-0129 Group 1 US Storage - Baltimore
159 06-1410 Group 1 5401 California Avenue
163 07-0134 Group 2 Variel Apartments
166 07-0231 Group 1 Talcott Plaza
169 06-1424 Group 1 Fairfield Inn Asheville Airport
170 07-0054 Group 1 Secure Storage
174 06-1400 Group 1 Dryden
175 07-0174 Group 1 11251 Pines Boulevard
177 06-0925 Group 1 A+ Storage Hermitage
179 07-0141 Group 1 Mini U Storage - Forestville
182 07-0009 Group 2 Manor House West Apartments
188 07-0010 Group 2 Morocco Apartments
189 07-0230 Group 1 405 Queen Street
190 06-0788 Group 1 Stone Valley Drive
192 07-0099 Group 1 Securlock Hurst
193 06-1407 Group 1 Atascocita Self Storage
194 07-0140 Group 1 Mini U Storage - Southfield
195 06-1276 Group 1 Woodside Executive Park - F & G
199 06-1244 Group 1 4510 South Eastern Avenue
201 06-1448 Group 1 5301 Longley Lane, Building F
202 06-1317 Group 1 110 Huffaker Lane
<CAPTION>
Control
Number Address City
--------
--------------------------------------------------------
-------------------
<S> <C> <C>
2 333 South Grand Avenue Los Angeles
3 350 South Grand Avenue Los Angeles
4
4.01 7 Giralda Farms Madison
4.02 1 Giralda Farms Madison
4.03 101 JFK Parkway Short Hills
4.04 3 Giralda Farms Madison
4.05 103 JFK Parkway Short Hills
4.06 44 Whippany Road Morristown
5 400 Atlantic Street Stamford
7 Glen Curtiss Boulevard Uniondale
8
8.01 2150 Old Greenbrier Road Chesapeake
8.02 2350 West Obispo Avenue Gilbert
8.03 1375 Northside Drive, NW Atlanta
8.04 1175 Hembree Road Roswell
8.05 3750 Satellite Boulevard Duluth
8.06 7371 Mazyck Road Charleston
8.07 12015 Jefferson Avenue Newport News
8.08 9355 Forest Lane Dallas
8.09 1990 Willowtrail Parkway Norcross
8.10 90 Oxmoor Road Birmingham
8.11 5820 West 85th Street Indianapolis
8.12 5498 Inn Road Mobile
8.13 7121 Preston Highway Louisville
8.14 1491 Highway 70 East Garner
8.15 1769 Fairlane Drive St. Charles
8.16 2301 Post Drive Indianapolis
8.17 363 Forest Parkway Forest Park
8.18 8981 Kingsridge Drive Dayton
8.19 5820 Plaza Parkway Douglasville
8.20 4142 Stone Mountain Highway Lilburn
8.21 4790 Hilton Corporate Drive Columbus
8.22 9067 Dunn Road Hazelwood
8.23 9211 East Independence Boulevard Matthews
8.24 408 Mauldin Road Greenville
8.25 330 Columbiana Drive Columbia
8.26 2420 East Dublin-Granville Road Columbus
8.27 5731 I-55 North Jackson
8.28 637 West Market Circle Lithia Springs
8.29 4595 McKnight Road Pittsburgh
8.30 110 Rocky River Road West Charlotte
8.31 5035 North Arco Lane North Charleston
8.32 2504 Wade Hampton Boulevard Greenville
8.33 1950 Willow Trail Parkway Norcross
8.34 470 Parkway 575 Woodstock
8.35 2103 Moody Road Warner Robins
9 550 South Hope Street Los Angeles
10 24 Oyster Bay Road Boston
11 119 West 40th Street New York
12 1615 L Street NW Washington
13 9200 & 9220 West Sunset Boulevard Los Angeles
14 3800 West Alameda Avenue Burbank
16 55 Railroad Avenue Greenwich
18 1455 Franklin Mills Circle Philadelphia
19
19.01 450 & 500 North State College Boulevard Orange
19.02 3600 West Orangewood Avenue Orange
20
20.01 300 Professional Court New Albany
20.02 1810 Tiny Town Road Clarksville
20.03 115 Fosters Drive McDonough
20.04 4101 38th Street Moline
20.05 103 Crossing Drive Wilder
20.06 323 Great Escape Drive Bowling Green
20.07 900 Caledonia Drive O'Fallon
20.08 965 Lycoming Mall Circle Williamsport
20.09 10075 Town & Country Boulevard Noblesville
20.10 357 Tanger Boulevard Seymour
20.11 2929 Great Escape Drive Bedford
22 915 Wilshire Boulevard Los Angeles
23 201 South Christopher Columbus Boulevard Philadelphia
24 155 N Crescent Dr & 9355 Wilshire Boulevard Beverly
Hills
25 1125 17th Street Denver
26 1456 Duke Street Alexandria
28 200 West Jackson Boulevard Chicago
29 999, 1000 & 1111 Plaza Drive Schaumburg
30 1051 Perimeter Drive Schaumberg
31 2001 L Street Washington
33 2501 Seaport Drive Chester
34 2677 North Main Street Santa Ana
35 2350, 2500, 2600 Green Road Ann Arbor
36
36.01 25900 Greenfield Road Oak Park
36.02 19575 Victor Parkway Livonia
37
37.01 45520 East Severn Way Sterling
37.02 1070 Ridgelake Boulevard Memphis
37.03 45510 E. Severn Way Sterling
37.04 1130 Greenwood Boulevard Lake Mary
37.05 245 Eastwood Road Wilmington
37.06 8285 Philips Highway Jacksonville
39
39.01 7501 West Saginaw Highway Lansing
39.02 7330 Plantation Road Pensacola
39.03 350 1st Avenue NE Cedar Rapids
39.04 7200 Plantation Road Pensacola
39.05 401 Holiday Drive Pittsburgh
39.06 1150 3rd Street SW Winter Haven
39.07 108 First Street Macon
39.08 334 Arsenal Road York
39.09 4900 Hatch Boulevard Sheffield
39.10 7401 Northwoods Boulevard Charleston
39.11 521 Greenfield Road Lancaster
41
41.01 880 Grier Drive Las Vegas
41.02 980 Kelly Johnson Drive Las Vegas
41.03 975 Kelly Johnson Drive Las Vegas
41.04 950 Grier Drive Las Vegas
41.05 955 Kelly Johnson Drive Las Vegas
42 3800 West Chapman Orange
43 10 Lakeside Way Newnan
44 330 Tijeras Avenue, NW Albuquerque
45
45.01 1000 River Road Whitemarsh Township
45.02 1200 River Road Whitemarsh Township
46 1 W. Washington Street Chicago
50
50.01 2018 E. 42nd Street Odessa
50.02 2235 Thousand Oaks Drive San Antonio
50.03 7903 Pat Booker Road Live Oak
50.04 5107 W. Wadley Avenue Midland
50.05 2300 Rankin Highway Midland
50.06 6012-6132 Eastridge Road Odessa
51 401-611 S. Broad Street Lansdale
52 703-717 East Bidwell St, 805-823 Wales Dr, 1325 Riley St
Folsom
53 401 Whitehorse Road Voorhees Township
54 900 King Street Rye Brook
55 605 Munn Road Fort Mill
56 240 Mount Vernon Street Boston
59
59.01 500 Gravers Road Plymouth Township
59.02 1510 Chester Pike Eddystone
59.03 732 Electronic Drive Horsham
59.04 4070 Butler Pike Whitemarsh
60 808 Ahua Street Honolulu
62 1355 & 1421 California Circle Milpitas
63 430 Davis Drive Durham
65 7410 & 7419 S. Roosevelt Street Tempe
66 14555 & 14585 Avion Parkway Chantilly
67 13755 Sunrise Valley Drive Herndon
68 2432 Sand Mine Road Davenport
70 900 Dubuque Avenue South San Francisco
71 4800 Sunset Terrace Fair Oaks
73 98 - 138 Hila Place Pearl City
76 300 A Street Boston
77 3000 Lillard Drive Davis
80 2215 Lyons Road (various other addresses) Miamisburg
83
83.01 2060 Hedgcoxe Road Allen
83.02 2201 E. George Bush Freeway Plano
83.03 3500 River Bend Boulevard Fort Worth
83.04 320 S. Highway 121 Coppell
85 1600 Canyon Terrace Lane Folsom
86 840 Grier Drive Las Vegas
87 2800 Sage Road Houston
88
88.01 2152 N Broad Street Philadelphia
88.02 Antoinette (1429 N 15th) Philadelphia
88.03 1501 N 16th Street Philadelphia
88.04 1840 N 16th Street Philadelphia
88.05 1429 West Diamond Street Philadelphia
88.06 1520 N 15th Street Philadelphia
88.07 1525 N. 16th Street Philadelphia
88.08 1529 N 15th Street Philadelphia
88.09 1524 N. 16th Street Philadelphia
88.10 1403 Jefferson Street Philadelphia
88.11 1621 W Diamond Street Philadelphia
88.12 1641 W Diamond Street Philadelphia
88.13 1617 West Oxford Street Philadelphia
88.14 1809 N 17th Street Philadelphia
88.15 1820 Willington Street Philadelphia
88.16 1840 Willington Street Philadelphia
88.17 1430 West Susquehanna Avenue Philadelphia
88.18 1516 Montgomery Street Philadelphia
88.19 1908 N 17th Street Philadelphia
88.20 1428 West Susquehanna Avenue Philadelphia
88.21 2229 N Park Philadelphia
88.22 1414 West Diamond Street Philadelphia
88.23 1732 N Sydenham Street Philadelphia
88.24 2116 Carlisle Street Philadelphia
88.25 2118 Carlisle Street Philadelphia
88.26 2124 Carlisle Street Philadelphia
88.27 2126 Carlisle Street Philadelphia
88.28 2142 Carlisle Street Philadelphia
88.29 2144 Carlisle Street Philadelphia
88.30 2146 Carlisle Street Philadelphia
88.31 2152 Carlisle Street Philadelphia
88.32 2109 N 12th Street Philadelphia
88.33 1533 N Sydenham Street Philadelphia
88.34 1630 Willington Street Philadelphia
88.35 1518 Fontain Street Philadelphia
88.36 1534 Fontain Street Philadelphia
88.37 1613 Edgley Street Philadelphia
88.38 1629 Fonatin Street Philadelphia
88.39 2124 N 17th Street Philadelphia
88.40 1536 Fontain Street Philadelphia
88.41 1808 Willington Street Philadelphia
88.42 1829 Willington Street Philadelphia
88.43 1520 Page Street Philadelphia
88.44 1611 Edgley Street Philadelphia
88.45 1618 Edgley Street Philadelphia
88.46 1815 Willington Street Philadelphia
88.47 1806 Willington Street Philadelphia
88.48 1535 N Sydenham Street Philadelphia
101 94-1420 Moaninai Street Waipio
103
103.01 25,50,55 & 75 Utley Drive Camp Hill
103.02 860 Century Drive Mechanicsburg
104 90 Colonial Drive East Patchogue
105 1930 Ashley Way Westfield
106 5050 - 5200 Stockton Boulevard Sacramento
108 502-540 Industrial Drive Lewisberry
113 5600 South 900 East Murray
114 4080 27th Court SE Salem
115 375 Rivertown Drive Woodbury
118 8700 - 8760 La Riviera Drive Sacramento
119 2890 Providence Lakes Boulevard Brandon
122 11971 Foster Road Norwalk
123 9720 West Dodge Road Omaha
124 2770 Yorkmont Road Charlotte
128
128.01 2910 South Main Street Cedar Falls
128.02 4025 Hammond Avenue Waterloo
137 1010 Madden Lane Roseville
138 8210 S. Broadway Avenue Whittier
139 1623 North Sheffield Avenue Chicago
141 442 Civic Center Drive Augusta
143 821 Grier Road Las Vegas
144 322 Lake Hazeltine Drive Chaska
155 1016 Camino La Costa Austin
156 5117 Belair Road Baltimore
159 5401 California Avenue Bakersfield
163 8305, 8315, 8325 Variel Avenue Canoga Park
166 230 Farmington Avenue Farmington
169 31 Airport Park Road Fletcher
170 18949 Valley Boulevard Bloomington
174 2003-2027 and 2000-2016 Springboro West Moraine
175 11251 Pines Boulevard Pembroke Pines
177 4060 Andrew Jackson Parkway Hermitage
179 4014 Forestville Road District Heights
182 9212 Burke Street Pico Rivera
188 16275 Woodruff Avenue Bellflower
189 405 Queen Street Southington
190 1635 Robb Drive and 6144 & 6160 Mae Anne Avenue Reno
192 904 Grapevine Highway Hurst
193 3700 Atascocita Road Humble
194 19510 West Eight Mile Road Southfield
195 1359 Silver Bluff Road Aiken
199 4510 South Eastern Avenue Las Vegas
201 5301 Longley Lane, Building F Reno
202 110 Huffaker Lane Reno
<CAPTION>
Monthly Gross Remaining
Control Cut-Off Date Debt Interest Term To
Number State Zip Code Balance ($) Service ($) Rate (%) Maturity
(Mos.) Maturity Date
-------- -------------------- -------- ------------ ------------
-------- --------------- -------------
<S> <C> <C> <C> <C> <C>
<C> <C>
2 California 90071 550,000,000 2,654,643.75 5.69700% 117
4/6/2017
3 California 90071 470,000,000 2,189,942.02 5.49968% 118
5/6/2017
4 270,375,000 1,296,752.30 5.66100% 115 2/6/2017
4.01 New Jersey 07940
4.02 New Jersey 07940
4.03 New Jersey 07078
4.04 New Jersey 07940
4.05 New Jersey 07078
4.06 New Jersey 07960
5 Connecticut 06901 265,000,000 1,273,891.81 5.67400% 119
6/6/2017
7 New York 11553 187,250,000 909,179.37 5.73100% 115
2/6/2017
8 186,000,000 1,085,091.06 5.74700% 120 7/6/2017
8.01 Virginia 23320
8.02 Arizona 85233
8.03 Georgia 30318
8.04 Georgia 30076
8.05 Georgia 30096
8.06 South Carolina 29406
8.07 Virginia 23606
8.08 Texas 75243
8.09 Georgia 30093
8.10 Alabama 35209
8.11 Indiana 46278
8.12 Alabama 36619
8.13 Kentucky 40219
8.14 North Carolina 27529
8.15 Missouri 63303
8.16 Indiana 46219
8.17 Georgia 30297
8.18 Ohio 45458
8.19 Georgia 30135
8.20 Georgia 30047
8.21 Ohio 43232
8.22 Missouri 63042
8.23 North Carolina 28105
8.24 South Carolina 29605
8.25 South Carolina 29212
8.26 Ohio 43229
8.27 Mississippi 39206
8.28 Georgia 30122
8.29 Pennsylvania 15237
8.30 North Carolina 28213
8.31 South Carolina 29418
8.32 South Carolina 29615
8.33 Georgia 30093
8.34 Georgia 30188
8.35 Georgia 31088
9 California 90071 165,000,000 773,746.88 5.53500% 118
5/6/2017
10 Massachusetts 02125 160,500,000 944,693.69 6.54400% 120
7/6/2017
11 New York 10018 160,000,000 837,191.11 6.17600% 117
4/6/2017
12 District of Columbia 20036 138,613,339 685,710.56 5.83900% 78
1/6/2014
13 California 90069 135,000,000 663,832.50 5.80400% 120
7/6/2017
14 California 91505 135,000,000 674,469.38 5.89700% 117
4/6/2017
16 Connecticut 06830 124,000,000 567,825.28 5.40500% 119
6/6/2017
18 Pennsylvania 19154 116,000,000 555,269.44 5.65000% 119
6/1/2017
19 103,500,000 498,387.69 5.68368% 118 5/6/2017
19.01 California 92868
19.02 California 92868
20 92,730,000 593,160.93 7.40000% 120 7/6/2017
20.01 Indiana 47150
20.02 Tennessee 37042
20.03 Georgia 30253
20.04 Illinois 61265
20.05 Kentucky 41076
20.06 Kentucky 42101
20.07 Missouri 63368
20.08 Pennsylvania 17756
20.09 Indiana 46060
20.10 Indiana 47274
20.11 Indiana 47421
22 California 90017 85,000,000 428,338.61 5.94800% 116
3/6/2017
23 Pennsylvania 19106 80,000,000 481,081.51 6.02800% 119
6/6/2017
24 California 90210 73,100,000 371,096.21 5.99200% 59
6/6/2012
25 Colorado 80202 70,000,000 355,062.36 5.98700% 114
1/6/2017
26 Virginia 22314 64,000,000 365,516.00 5.55300% 118
5/6/2017
28 Illinois 60606 57,500,000 285,909.97 5.86900% 57 4/6/2012
29 Illinois 60173 40,050,000 215,056.26 6.33800% 120
7/6/2017
30 Illinois 60173 16,748,000 89,931.64 6.33800% 120 7/6/2017
31 District of Columbia 20036 56,500,000 268,300.45 5.60500% 58
5/6/2012
33 Pennsylvania 19013 55,200,000 292,104.60 6.24600% 118
5/6/2017
34 California 92705 55,000,000 276,135.14 5.92600% 58
5/6/2012
35 Michigan 48105 31,189,427 208,106.85 6.75800% 115
2/6/2017
36 21,910,573 149,610.54 6.99100% 115 2/6/2017
36.01 Michigan 48237
36.02 Michigan 48152
37 52,300,000 261,870.46 5.91000% 59 6/6/2012
37.01 Virginia 20166
37.02 Tennessee 38120
37.03 Virginia 20166
37.04 Florida 32746
37.05 North Carolina 28403
37.06 Florida 32256
39 48,500,000 353,815.56 7.93900% 60 7/6/2012
39.01 Michigan 48917
39.02 Florida 32504
39.03 Iowa 52401
39.04 Florida 32504
39.05 Pennsylvania 15220
39.06 Florida 33880
39.07 Georgia 31201
39.08 Pennsylvania 17402
39.09 Alabama 35660
39.10 South Carolina 29406
39.11 Pennsylvania 17601
41 44,440,000 228,764.78 6.07600% 58 5/6/2012
41.01 Nevada 89119
41.02 Nevada 89119
41.03 Nevada 89119
41.04 Nevada 89119
41.05 Nevada 89119
42 California 92868 44,370,000 222,765.75 5.92600% 118
5/6/2017
43 Georgia 30265 43,200,000 278,473.59 6.69000% 115 2/6/2017
44 New Mexico 87102 43,000,000 222,044.24 6.09500% 58
5/6/2012
45 39,200,000 207,436.60 6.24600% 118 5/6/2017
45.01 Pennsylvania 19428
45.02 Pennsylvania 19428
46 Illinois 60602 36,000,000 217,762.97 6.08300% 117
4/6/2017
50 33,400,000 198,749.21 5.93000% 119 6/6/2017
50.01 Texas 79762
50.02 Texas 78232
50.03 Texas 78233
50.04 Texas 79707
50.05 Texas 79701
50.06 Texas 79762
51 Pennsylvania 19446 31,986,384 177,352.56 6.44900% 115
2/6/2017
52 California 95630 31,680,000 160,852.12 5.99300% 59
6/6/2012
53 New Jersey 08043 31,120,000 164,679.26 6.24600% 118
5/6/2017
54 New York 10573 31,000,000 151,096.15 5.75300% 54 1/6/2012
55 South Carolina 29715 27,700,000 132,007.81 5.62500% 117
4/6/2017
56 Massachusetts 02125 26,500,000 158,795.71 5.99500% 118
5/6/2017
59 24,640,000 130,388.72 6.24600% 118 5/6/2017
59.01 Pennsylvania 19462
59.02 Pennsylvania 19022
59.03 Pennsylvania 19044
59.04 Pennsylvania 19462
60 Hawaii 96819 24,600,000 113,316.14 5.43700% 116 3/6/2017
62 California 95035 23,121,506 149,090.27 5.95000% 116
3/6/2017
63 North Carolina 27713 23,015,000 112,410.69 5.76500% 118
5/6/2017
65 Arizona 85283 22,800,000 110,336.80 5.71200% 82 5/6/2014
66 Virginia 20151 22,300,000 107,690.42 5.70000% 117
4/6/2017
67 Virginia 20171 21,500,000 108,854.50 5.97600% 80 3/6/2014
68 Florida 33897 21,000,000 104,526.04 5.87500% 116 3/6/2017
70 California 94080 19,960,147 114,941.94 5.61000% 118
5/6/2017
71 California 95628 19,200,000 91,906.67 5.65000% 61
8/6/2012
73 Hawaii 96782 18,800,000 92,397.04 5.80100% 115 2/6/2017
76 Massachusetts 02210 18,000,000 94,397.50 6.19000% 114
1/6/2017
77 California 95618 18,000,000 87,184.25 5.71700% 115
2/6/2017
80 Ohio 45342 17,440,000 102,329.73 5.80000% 116 3/6/2017
83 16,250,000 95,906.90 5.85400% 117 4/6/2017
83.01 Texas 75013
83.02 Texas 75074
83.03 Texas 76116
83.04 Texas 75019
85 California 95630 16,000,000 77,497.11 5.71700% 115
2/6/2017
86 Nevada 89119 15,320,000 78,863.10 6.07600% 58 5/6/2012
87 Texas 77056 15,280,000 78,385.34 6.05500% 118 5/6/2017
88 15,255,011 90,016.94 5.82500% 117 4/6/2017
88.01 Pennsylvania 19121
88.02 Pennsylvania 19121
88.03 Pennsylvania 19121
88.04 Pennsylvania 19121
88.05 Pennsylvania 19121
88.06 Pennsylvania 19121
88.07 Pennsylvania 19121
88.08 Pennsylvania 19121
88.09 Pennsylvania 19121
88.10 Pennsylvania 19121
88.11 Pennsylvania 19121
88.12 Pennsylvania 19121
88.13 Pennsylvania 19121
88.14 Pennsylvania 19121
88.15 Pennsylvania 19121
88.16 Pennsylvania 19121
88.17 Pennsylvania 19121
88.18 Pennsylvania 19121
88.19 Pennsylvania 19121
88.20 Pennsylvania 19121
88.21 Pennsylvania 19121
88.22 Pennsylvania 19121
88.23 Pennsylvania 19121
88.24 Pennsylvania 19121
88.25 Pennsylvania 19121
88.26 Pennsylvania 19121
88.27 Pennsylvania 19121
88.28 Pennsylvania 19121
88.29 Pennsylvania 19121
88.30 Pennsylvania 19121
88.31 Pennsylvania 19121
88.32 Pennsylvania 19121
88.33 Pennsylvania 19121
88.34 Pennsylvania 19121
88.35 Pennsylvania 19121
88.36 Pennsylvania 19121
88.37 Pennsylvania 19121
88.38 Pennsylvania 19121
88.39 Pennsylvania 19121
88.40 Pennsylvania 19121
88.41 Pennsylvania 19121
88.42 Pennsylvania 19121
88.43 Pennsylvania 19121
88.44 Pennsylvania 19121
88.45 Pennsylvania 19121
88.46 Pennsylvania 19121
88.47 Pennsylvania 19121
88.48 Pennsylvania 19121
101 Hawaii 96797 13,100,000 64,704.90 5.83000% 117 4/6/2017
103 12,000,000 70,792.91 5.85000% 118 5/6/2017
103.01 Pennsylvania 17011
103.02 Pennsylvania 17055
104 New York 11772 12,000,000 81,032.60 7.14800% 119
6/6/2017
105 Indiana 46074 12,000,000 59,576.67 5.86000% 116 3/6/2017
106 California 95820 11,877,000 62,477.80 6.20900% 59
6/6/2012
108 Pennsylvania 17339 11,300,000 66,663.33 5.85000% 118
5/6/2017
113 Utah 84121 10,720,000 54,947.44 6.05000% 119 6/6/2017
114 Oregon 97302 10,664,000 53,187.74 5.88700% 58 5/6/2012
115 Minnesota 55125 10,560,000 51,255.45 5.72900% 81
4/6/2014
118 California 95826 10,491,000 55,213.55 6.21200% 119
6/6/2017
119 Florida 33511 10,220,000 60,782.14 5.92500% 119 6/6/2017
122 California 90650 9,300,000 47,865.94 6.07500% 57
4/6/2012
123 Nebraska 68114 9,031,460 55,439.76 6.15000% 52 11/6/2011
124 North Carolina 28208 8,658,103 53,459.93 6.23100% 79
2/6/2014
128 8,525,000 51,309.16 6.03600% 118 5/6/2017
128.01 Iowa 50613
128.02 Iowa 50702
137 California 95661 7,500,000 37,108.33 5.84000% 117
4/6/2017
138 California 90606 7,400,000 43,934.73 5.90900% 117
4/6/2017
139 Illinois 60614 7,280,000 42,054.99 5.65700% 117 4/6/2017
141 Maine 04330 7,200,000 42,063.00 5.76000% 57 4/6/2012
143 Nevada 89119 7,078,469 41,105.00 5.67700% 117 4/6/2017
144 Minnesota 55318 7,030,000 37,492.85 6.29500% 115
2/6/2017
155 Texas 78752 6,250,000 36,855.35 5.84600% 115 2/6/2017
156 Maryland 21206 6,200,000 34,248.11 6.52000% 56 3/6/2012
159 California 93309 6,000,000 34,858.25 5.70900%
|