______________________________________
AMENDMENT NO. 2
Dated as of June 1, 2005
to
POOLING AND SERVICING
AGREEMENT
Dated as of June 1, 2005
among
GREENWICH CAPITAL ACCEPTANCE,
INC.,
Depositor,
GREENWICH CAPITAL FINANCIAL PRODUCTS,
INC.,
Seller,
WELLS FARGO BANK, N.A.,
Master Servicer and Securities
Administrator,
and
DEUTSCHE BANK NATIONAL TRUST
COMPANY,
Trustee and Custodian
HarborView Mortgage Loan Trust
2005-7
Mortgage Loan Pass-Through Certificates,
Series 2005-7
______________________________________
THIS AMENDMENT NO. 2, dated as of June 1,
2005 (the “Amendment”), to the Pooling and Servicing
Agreement (the “Agreement”), dated as of June 1, 2005,
among GREENWICH CAPITAL ACCEPTANCE, INC., a Delaware corporation,
as depositor (the “Depositor”), GREENWICH CAPITAL
FINANCIAL PRODUCTS, INC., a Delaware corporation, as seller (in
such capacity, the “Seller”), WELLS FARGO BANK, N.A., a
national banking association, as master servicer (in such capacity,
the “Master Servicer”) and as securities administrator
(in such capacity, the “Securities Administrator”), and
DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking
association, as trustee (in such capacity, the
“Trustee”) and as custodian (in such capacity, the
“Custodian”), as amended by that certain Amendment No.
1 dated June 30, 2005 (“Amendment No. 1” and together
with the Agreement, the “Pooling and Servicing
Agreement”) among the Depositor, the Seller, the Master
Servicer and Securities Administrator and the Trustee.
W I T N E S S
E T H
WHEREAS, the Depositor, the Seller, the
Master Servicer, the Securities Administrator, the Trustee and the
Custodian entered into the Pooling and Servicing
Agreement;
WHEREAS, the parties hereto wish to amend
the Pooling and Servicing Agreement as set forth herein;
WHEREAS, Section 12.01(iv) of the Pooling
and Servicing Agreement permits amendments to the Pooling and
Servicing Agreement to conform the terms thereof to the description
thereof provided in the Prospectus;
NOW, THEREFORE, the parties hereto
hereby agree as follows:
SECTION 1.
Defined Terms .
For purposes of this Amendment, unless
the context clearly requires otherwise, all capitalized terms which
are used but not otherwise defined herein shall have the respective
meanings a
