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AMENDMENT NO. 1 TO FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT

Warranty Agreement

AMENDMENT NO. 1 TO FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT | Document Parties: GSR MORTGAGE LOAN TRUST 2006-9F | GOLDMAN SACHS MORTGAGE COMPANY  | BANK OF AMERICA, NATIONAL ASSOCIATION You are currently viewing:
This Warranty Agreement involves

GSR MORTGAGE LOAN TRUST 2006-9F | GOLDMAN SACHS MORTGAGE COMPANY | BANK OF AMERICA, NATIONAL ASSOCIATION

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Title: AMENDMENT NO. 1 TO FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT
Governing Law: New York     Date: 11/13/2006

AMENDMENT NO. 1 TO FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT, Parties: gsr mortgage loan trust 2006-9f , goldman sachs mortgage company  , bank of america  national association
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EXECUTION VERSION

 

 

AMENDMENT NO. 1

TO FLOW MORTGAGE LOAN PURCHASE AND WARRANTIES AGREEMENT

 

Amendment No. 1, dated as of August 1, 2006 (the “ Amendment ”), by and between GOLDMAN SACHS MORTGAGE COMPANY (the “ Purchaser ”) and BANK OF AMERICA, NATIONAL ASSOCIATION (the “ Seller ”).

 

RECITALS

 

The Seller and the Purchaser are parties to that certain Amended and Restated Flow Mortgage Loan Sale and Servicing Agreement, dated as of July 1, 2005, (the “ Existing Purchase Agreement ”; as amended by this Amendment, the “ Purchase Agreement ”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Existing Purchase Agreement.

 

The Seller and the Purchaser have agreed, subject to the terms and conditions of this Amendment, that the Existing Purchase Agreement be amended to reflect certain agreed upon revisions to the terms of the Existing Purchase Agreement.

 

Accordingly, the Seller and the Purchaser hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Existing Purchase Agreement is hereby amended as follows:

 

SECTION 1.    Section 1 of the existing Purchase Agreement is hereby amended by adding the following definitions:

 

Covered Loan : A Mortgage Loan categorized as Covered pursuant to Appendix E of Standard & Poor’s Glossary.

 

Deemed Material Breach Representation : Each representation and warranty identified as such in Subsection 7.01.

 

High Cost Loan : A Mortgage Loan (a) covered by the Home Ownership and Equity Protection Act of 1994 (“HOEPA”), (b) with an “annual percentage rate” or total “points and fees” payable by the related Mortgagor (as each such term is calculated under HOEPA) that exceed the thresholds set forth by HOEPA and its implementing regulations, including 12 C.F.R. § 226.32(a)(1)(i) and (ii), (c) classified as a “high cost home,” “threshold,” “covered,” “high risk home,” “predatory” or similar loan under any other applicable state, federal or local law (or a similarly classified loan using different terminology under a law imposing heightened regulatory scrutiny or additional legal liability for residential mortgage loans having high interest rates, points and/or fees) or (d) a Mortgage Loan categorized as High Cost pursuant to Appendix E of Standard & Poor’s Glossary. For avoidance of doubt, the parties agree that this definition shall apply to any law regardless of whether such law is presently, or in the future becomes, the subject of judicial review or litigation.

 


Prepayment Charge : With respect to each Mortgage Loan, the fee, if any, payable upon the prepayment, in whole or in part, of such Mortgage Loan, as set forth in the related Mortgage Note.

 

SECTION 2.    Section 7.01 of the existing Purchase Agreement is hereby amended by:

 

(a)    deleting the existing subsection (g) in its entirety and replacing it with the following language:

 

(g)   Any and all requirements of any federal, state or local law including, without limitation, usury, truth-in-lending, real estate settlement procedures, consumer credit protection, predatory, abusive and fair lending laws, equal credit opportunity and disclosure laws or unfair and deceptive practices laws applicable to the Mortgage Loan including, without limitation, any provisions relating to prepayment penalties, have been complied with, the consummation of the transactions contemplated hereby will not involve the violation of any such laws or regulations, and the Seller shall maintain in its possession, available for the Purchaser’s inspection, and shall deliver to the Purchaser upon demand, evidence of compliance with all such requirements. This representation and warranty is a Deemed Material Breach Representation;

 

(b)    deleting the existing subsection (zz) in its entirety and replacing it with the following language:

 

(zz)   No Mortgage Loan is a High Cost Loan or Covered Loan, as applicable,. No Mortgage Loan is covered by the Home Ownership and Equity Protection Act of 1994 and no Mortgage Loan is in violation of any comparable state or local law. The Mortgaged Property is not located in a jurisdiction where a breach of this representation with respect to the related Mortgage Loan may result in additional assignee liability to the Purchaser, as determined by Purchaser in its reasonable discretion. No predatory or deceptive lending practices, including, without limitation, the extension of credit without regard to the ability of the Mortgagor to repay and the extension of credit which has no apparent benefit to the Mortgagor, were employed in the origination of the Mortgage Loan. Each Mortgage Loan is in compliance with the anti-predatory lending eligibility for purchase requirements of Fannie Mae’s Selling Guide. This representation and warranty is a Deemed Material Breach Representation;

 

(c)    deleting the existing subsection (bbb) in its entirety and replacing it with the following language:

 

(bbb)   In connection with the origination of any Mortgage Loan, no proceeds from any Mortgage Loan were used to finance or acquire a single-premium credit life insurance policy. No Mortgagor was required to purchase any single premium credit insurance policy (e.g., life, disability, accident, unemployment or property insurance product) or debt cancellation agreement as a condition of obtaining the extension of credit. No Mortgagor obtained a prepaid single premium credit insurance policy (e.g., life, disability, accident, unemployment or property insurance policy) in connection with the origination of the Mortgage Loan; no proceeds from any Mortgage Loan were used to purchase single premium credit insurance policies or debt cancellation agreements as part of the origination of, or as a condition to closing, such Mortgage Loan. This representation and warranty is a Deemed Material Breach Representation;

 

1


(d)    deleting the existing subsection (ccc) in its entirety and replacing it with the following language:

 

(ccc)   The Mortgage Loan is subject to a Prepayment Charge as provided in the related Mortgage Note except as set forth on the related Mortgage Loan Schedule. With respect to each Mortgage Loan that has a Prepayment Charge feature, each such Prepayment Charge is enforceable and will be enforced by the Seller for the benefit of the Purchaser, and each Prepayment Charge is permitted pursuant to federal, state and local law. Each such Prepayment Charge is in an amount not more than the maximum amount permitted under applicable law and no such Prepayment Charge may provide for a term in excess of five (5) years with respect to Mortgage Loans originated prior to October, 1, 2002. With respect to Mortgage Loans originated on or after October 1, 2002, the duration of the Prepayment Charge period shall not exceed three (3) years from the date of the Mor


 
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