GREENPOINT MORTGAGE FUNDING
TRUST
MORTGAGE PASS-THROUGH
CERTIFICATES, SERIES 2006-AR5
TERMS
AGREEMENT
Dated: September 27, 2006
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To:
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Structured
Asset Securities Corporation, as Depositor under the Trust
Agreement dated as of September 1, 2006 (the “Trust
Agreement”).
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Re:
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Underwriting
Agreement Standard Terms dated as of December 21, 2005 (the
“Standard Terms,” and together with this Terms
Agreement, the “Agreement”).
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Series
Designation :
Series
2006-AR5 .
Terms of the
Series 2006-AR5 Certificates : GreenPoint Mortgage Funding Trust Mortgage
Pass-Through Certificates, Series 2006-AR5, Class 1-A1A, Class
1-A1B, Class 1-A2A1, Class 1-A2A2U, Class 1-A2A2, Class 1-A2B,
Class 1-A3A1, Class 1-A3A2U, Class 1-A3A2, Class 1-A3B, Class 1-A4,
Class 2-A, Class M1, Class M2, Class M3, Class M4, Class M5, Class
M6, Class M7, Class M8, Class M9, Class M10, Class X, Class P, Class C and Class R
Certificates (the “Certificates”) will evidence,
in the aggregate (but excluding the Class 1-A2A2 and Class 1-A3A2
Certificates), the entire beneficial ownership interest in a trust
fund (the “Trust Fund”). The Class 1-A2A2 and Class
1-A3A2 Certificates represent beneficial interests in separate
grantor trusts, the assets of each of which consist primarily of
one class of certificates issued by the Trust Fund and a cap
agreement. The primary assets of the Trust Fund on the Closing Date
(as defined below) will consist primarily of two pools of
conventional, first lien, adjustable rate, fully amortizing,
negative amortization residential mortgage loans having a total
Scheduled Principal Balance (as defined in the Trust Agreement) as
of the Cut-off Date of $1,277,146,938.13 (the “Mortgage
Loans”). Only the Class 1-A1A, Class 1-A1B, Class 1-A2A1,
Class 1-A2A2, Class 1-A2B, Class 1-A3A1, Class 1-A3A2, Class 1-A3B,
Class 1-A4, Class 2-A, Class M1, Class M2, Class M3, Class M4,
Class M5, Class M6, Class M7, Class M8, Class M9 and Class M10
Certificates (the “Offered Certificates”) are being
sold pursuant to the terms hereof.
Registration
Statement : File Number
333-133985 .
Certificate
Ratings : It is a
condition of Closing that at the Closing Date the Class 1-A1A,
Class 1-A1B, Class 1-A2A1, Class 1-A2A2U, Class 1-A2A2, Class
1-A2B, Class 1-A3A1, Class 1-A3A2U, Class 1-A3A2, Class 1-A3B,
Class 1-A4 and Class 2-A Certificates be rated “AAA” by
Standard & Poor’s, a division of The McGraw-Hill
Companies, Inc. (“S&P”), and “Aaa” by
Moody’s Investors Service, Inc. (“Moody’s”
and together with S&P, the “Rating Agencies”); the
Class M1 Certificates be rated “AA+”
