ex10_2b.htm


    Execution
Version

     

    Exhibit
10.2(B)

    


    AMENDMENT
NO. 1 TO THE SERVICING AGREEMENT

    


    


    This is
Amendment No. 1 (the “Amendment”), dated as
of June 1, 2007, by and between BANK OF AMERICA, NATIONAL ASSOCIATION, as owner
(the “Owner”),
and WELLS FARGO BANK, N.A., as servicer (the “Servicer”) to that
certain Servicing Agreement, dated and effective as of July 1, 2006 (the “Recon Servicing
Agreement”), between the Owner and the Servicer.

     

    


    W I T N E
S S E T H

    WHEREAS,
the Owner owns certain fixed-rate and adjustable-rate mortgage loans (none of
which are option ARM loans) purchased, from time to time, by the Owner on a
servicing-released basis (the “Mortgage
Loans”);

     

    WHEREAS,
the Owner has sold, from time to time, and the Servicer has purchased, from time
to time, the servicing rights related to the Mortgage Loans pursuant to that
certain Flow Servicing Rights Purchase and Sale Agreement, dated as of July 1,
2006 (the “Purchase
Agreement”), between the Owner and the Servicer;

     

    WHEREAS,
the parties desire to set forth the terms and conditions as to the servicing of
the Mortgage Loans in which Servicer owns the servicing rights, pursuant to this
Recon Servicing Agreement until such time as set forth in a Recon
Acknowledgement Agreement between the parties hereto; and

     

    WHEREAS,
the Servicer and the Owner have agreed, subject to the terms and conditions of
this Amendment, that the Recon Servicing Agreement be amended to reflect certain
agreed upon revisions to the terms of the Recon Servicing Agreement, which shall
govern the servicing of the Mortgage Loans in which Servicer owns the servicing
rights until such time as set forth in a Recon Acknowledgement Agreement between
the parties hereto.

     

    NOW,
THEREFORE, the Servicer and the Owner hereby agree, in consideration of the
mutual premises and mutual obligations set forth herein and other good and
valuable consideration, as follows:

     

    
      	
              1.  

            	
              Exhibit
      D of the Recon Servicing Agreement is in its entirety hereby deleted and
      replaced with Exhibit A
      attached hereto.

            


    

     

    Except as
expressly amended and modified by this Amendment, the Recon Servicing Agreement
shall continue to be, and shall remain, in full force and effect in accordance
with its terms.

     

    Upon
execution of this Amendment, the Recon Servicing Agreement as it relates to the
Servicing Rights sold pursuant to the Purchase Agreement executed on or before
the date hereof where such Servicing Rights related to Mortgage Loans own will
be read to contain the above

     


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    amendment,
and any future reference to the Recon Servicing Agreement will mean the Recon
Servicing Agreement as so modified.

     

    This
Amendment shall be construed in accordance with the laws of the State of New
York, and the obligations, rights and remedies of the parties hereunder shall be
determined in accordance with such laws.

     

    This
Amendment may be executed in one or more counterparts and by different parties
hereto on separate counterparts, each of which, when so executed, shall
constitute one and the same agreement.

     

    This
Amendment shall inure to the benefit of and be binding upon the Owner and the
Servicer under the Recon Servicing Agreement, and their respective successors
and permitted assigns.

     

    Any
capitalized term, not otherwise herein defined, shall have the meaning set forth
in the Purchase Agreement.

     

    


    [Signatures
Commence on the Following Page]


    
      
         


      

      
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    IN
WITNESS WHEREOF, the parties have caused their names to be signed hereto by
their respective officers thereunto duly authorized as of the day and year first
above written.

     

    


    BANK OF AMERICA, NATIONAL
ASSOCIATION,

    as
Owner

    


    By: 
/s/ Bruce W.
Good                           


     

    Name:
Bruce W. Good

     

    Title:
Vice President

     

    


    


    


    WELLS FARGO BANK,
N.A.,

    as
Servicer

    


    By: /s/ Laurie
McGoogan                        


     

    Name: 
Laurie McGoogan

     

    Title:  
Vice President

     

    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    [Signature
Page of Amendment No. 1 to the Recon Servicing Agreement]


    
      
         


      

      
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    EXHIBIT
D

     

    SERVICING
SYSTEM GUIDELINES AND REQUIREMENTS

     

    Loading/Updating
Investor Headers

     

    
      	
               
      

            	
              1.

            	
              Bank
      of America will provide investor header matrix for input on MSP by
      Servicer. Updates/additions will occur monthly, including new investor
      header detail for each new deal that is
settled.

            


    

    
      	
               
      

            	
              2.

            	
              The
      Servicer will load investor headers upon receipt or before month end. The
      following fields will need to be updated on IN03: MS OPT, MS INV CNTRL NO,
      MS MO DELQ, and MS JUST FL.

            


    

    
      	
               
      

            	
              3.

            	
              The
      Servicer will update the investor headers on the first business day of the
      next/following month to ensure that the correct loan accounts will appear
      on the corresponding 413 file that will represent the new month’s
      activity.

            


    

     

    Loading
Account Numbers

     

    
      	
               
      

            	
              1.

            	
              Upon
      receipt of a funding schedule, Bank of America will deliver a cross
      reference of Servicer-to-Bank of America account numbers to the servicer.
      The account numbers will be delivered in the tran 55 layout for loading in
      the next Servicer MSP cycle.

            


    

    
      	
               
      

            	
              2.

            	
              The
      Servicer will load account numbers on the first business day of the month
      to ensure that the correct Bank of America account numbers will appear on
      the corresponding 413 file that will represent the new month’s
      activity.

            


    

     

    Automated
Monetary Transaction File – 413

     

    
      	
               
      

            	
              1.

            	
              Call
      Fidelity PowerCell and request installation of IP
  1804

            


    

    
      	
               
      

            	
              2.

            	
              On
      the first business day of the month, the financial transactions for the
      LSBO portfolio will transmit from the Servicer MSP system to the Bank of
      America MSP system.

            


    

     

    Monthly
Servicer File – Automated

     

    
      	
               
      

            	
              1.

            	
              Call
      Fidelity PowerCell and initiate an SSR for the installation of IP 1804 and
      the interchange set-up required to host and transmit this
      file.  This enhancement will provide an automated month-end feed
      from the Servicer to Bank of America for the LSBO portfolio identified by
      the corresponding investor headers.  The feed will include all
      new loans purchased by Bank of America in the previous month, as well as a
      maintenance file for all existing loans in the LSBO
    portfolio

            


    

    
      	
               
      

            	
              2.

            	
              Once
      installed, populate XX flag on the IN03 screen.  This flag will
      assist with synchronizing the feeds received in the Monthly Servicer File
      and the corresponding 413 file.

            


    

    
      	
               
      

            	
              3.

            	
              Bank
      of America will receive and process the electronic file on the first
      business day of the month for the previous month-end
      file.  Note:  This file
      comes from the servicer automatically with the
      installation of the IP.

            


    

     


    
      
         


      

      
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    Monthly
Servicer File – Manual

     

    For
testing purposes, and in the event that the IP is not installed prior to initial
conversion, a manual process is in place to provide the Monthly Servicer File
data feed for remote MSP
clients.

     

    
      	
               
      

            	
              1.

            	
              The
      Servicer will load/update investor header information received from Bank
      of America.

            


    

    
      	
               
      

            	
              2.

            	
              The
      Servicer will send an email granting permission to Fidelity to provide the
      manual feed of accounts in the assigned investor headers identified. The
      email will contain the MSP client and corresponding investor/categories to
      be included in the feed.

            


    

    
      	
               
      

            	
              3.

            	
              Bank
      of America will receive and process the file on the first business day of
      the month for the previous month-end
file.

            


    

    


    Note:  For
licensed
MSP clients, the servicer will install and use the existing work-around
EZTrieve process.  (This will require the installation, testing, and
implementation of the EZTrieve until the IP is ready.) The servicer will be
required to develop a test file and production files until the IP is
available.

     

    Reporting
Requirements

     

    Required
reports for the LSBO project are as follows:

     

    
      	
               
      

            	
              ·

            	
              Scheduled Remittance
      Reports – Servicers send on a monthly basis.  We would
      like this report by the 5th
      business day.

            


    

    
      	
               
      

            	
              ·

            	
              Delinquency Report –
      Report from the servicer to be sent by the 5th
      business day.  If the servicer is a Fidelity client, we would
      like a P4DL report.  Otherwise, a similar report will
      suffice.  LSBO would like this report sent via e-mail or
      fax.

            


    

     

    Note:  These reports
are automatically generated when the cutoff is calendared.  The
reports are required for the LSBO project; reports in addition to these may be
reasonably required in a format mutually agreed by the Owner and the
Servicer.

     

    



    
      
         


      

      
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