AMENDMENT NUMBER ONE


to the


 


POOLING AND SERVICING AGREEMENTS


Series 2005-HE3, Dated as of March 1, 2005


Series 2005-AQ1, Dated as of April 1, 2005


Series 2005-HE4, Dated as of April 1, 2005


Series 2005-TC1, Dated as of May 1, 2005


Series 2005-HE5, Dated as of May 1, 2005


 


among


BEAR STEARNS ASSET BACKED SECURITIES I LLC, as Depositor


EMC MORTGAGE CORPORATION, as a Seller and as Master Servicer


and


LASALLE BANK NATIONAL ASSOCIATION, as Trustee


This AMENDMENT NUMBER ONE is made and entered into this 9th day of August 2005, by and among BEAR STEARNS ASSET BACKED SECURITIES I LLC, a Delaware limited liability company, as depositor (the “Depositor”), EMC MORTGAGE CORPORATION, a Delaware corporation, as seller (in such capacity, the “Seller”) and as master servicer (in such capacity, the “Master Servicer”) and LASALLE BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as trustee (the “Trustee”), in connection with the Pooling and Servicing Agreements dated as of the dates mentioned above, among the above mentioned parties (the “Agreements”), and the issuance of Asset-Backed Certificates, Series 2005-HE3, Series 2005-AQ1, Series 2005-HE4, Series 2005-TC1 and Series 2005-HE5. This amendment is made pursuant to Section 11.01 of the Agreements.


1.          Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Agreements.


2.         The definition of Special Servicer Trigger in Section 1.01 of the Agreements shall be amended by deleting the definition in its entirety and replacing it with the following:


 


Special Servicer Trigger:  With respect to any Distribution Date, a Special Servicer Trigger shall have occurred and be continuing if at any time, (x) the percent equivalent of a fraction, the numerator of which is the aggregate Stated Principal Balance of the Mortgage Loans that are 60 days or more Delinquent and the denominator of which is the aggregate Stated Principal Balance of all of the Mortgage Loans as of the last day of the related Due Period exceeds (y) the percentage set forth in Exhibit N for such Distribution Date.


 



 









 


3.          Except as amended above, the Agreements shall continue to be in full force and effect in accordance with their terms.






 









 


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


 



	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            BEAR STEARNS ASSET BACKED 
 SECURITIES I LLC
                 as Depositor
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            By:
 	
            
/s/ Baron Silverstein
 
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Name:
 	
            Baron Silverstein
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Title:
 	
            Vice President
 
																



 



	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            EMC MORTGAGE CORPORATION
                 as Seller and Master Servicer
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            By:
 	
            
/s/ Sue Stepanek
 
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Name:
 	
            Sue Stepanek
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Title:
 	
            Executive Vice President
 
																



 



	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            LASALLE BANK NATIONAL 
 ASSOCIATION
                 as Trustee
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            By:
 	
            
/s/ Christopher Lewis
 
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Name:
 	
            Christopher Lewis
 
	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
             
 	
            Title:
 	
            Assistant Vice President