EXECUTION
MORTGAGE LOAN PURCHASE
AGREEMENT
This Mortgage Loan Purchase Agreement
(the “ Agreement ”), dated as of September 1,
2005, is between HSI Asset Securitization Corporation, a Delaware
corporation (the “ Company ”), and HSBC Bank
USA, National Association, a national banking association (the
“ Seller ”).
The Company 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 as of September 1, 2005 (the “
Pooling and Servicing Agreement ”), among the Company,
Wells Fargo Bank, N.A., as master servicer and securities
administrator, NC Capital Corporation, as mortgage loan seller (the
“ Mortgage Loan Seller ”), JPMorgan Chase Bank,
N.A., as servicer, and Deutsche Bank National Trust Company, as
trustee (the “ Trustee ”), relating to the
issuance of the Company’s HSI Asset Securitization
Corporation Trust 2005-NC2 Mortgage Pass-Through Certificates,
Series 2005-NC2 or, if not defined therein, in the Underwriting
Agreement, dated October 6, 2005 (the “ Underwriting
Agreement ”), among the Company, HSBC Securities (USA)
Inc. (“ HSBC ”), Blaylock & Company, Inc.
and Utendahl Capital Partners, L.P. or in the Purchase Agreement,
dated October 6, 2005 (the “ Purchase Agreement
”), between the Company and HSBC.
2.
Purchase of Mortgage Loans
. The Seller hereby sells,
transfers, assigns and conveys, and the Company hereby purchases
the mortgage loans (the “ Mortgage Loans ”)
listed in Exhibit I .
3.
Purchase Price; Purchase and
Sale . The purchase
price (the “ Purchase Price ”) for the Mortgage
Loans shall be $471,560,811.38 inclusive of accrued and unpaid
interest on the Mortgage Loans at the weighted average interest
rate borne by the Mortgage Loans from the date hereof to but not
including the Closing Date, payable by the Company to the Seller on
the Closing Date either (i) by appropriate notation of an inter
company transfer between affiliates of HSBC or (ii) in immediately
available Federal funds wired to such bank as may be designated by
the Seller.
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 as of the Cut-Off Date,
including all interest and principal due on the Mortgage Loans
after the Cut-Off Da
