Section 22. Termination by Custodian. 17
Section 23. Term of Agreement. 18
Section 24. Notices. 18
Section 25. Successors and Assigns. 18
Section 26. Indemnification. 19
Section 27. Reliance of Custodian. 19
Section 28. Transmission of Custodial Files. 20
Section 29. Authorized
Representatives. 20
Section 30. Reproduction of Documents. 20
Section 31. Force Majeure. 21
Section 32. Limitations on the
Responsibilities of the Custodian. 21
Section 33. Limitations on the
Responsibilities of the Trustee. 23
Section 34. Waiver of Trial by Jury.
24
EXHIBITS
EXHIBIT 1 FORM OF TRUST RECEIPT AND INITIAL CERTIFICATION
EXHIBIT 2 FORM OF
TRUST RECEIPT AND FINAL CERTIFICATION
EXHIBIT 3 FORM OF REQUEST FOR RELEASE
OF DOCUMENTS AND RECEIPT
EXHIBIT 4 AUTHORIZED REPRESENTATIVES OF Wilmington
Savings Fund Society, FSB, D/B/A Christiana Trust, CENLAR FSB, PHH MORTGAGE
CORPORATION, NEW PENN FINANCIAL, LLC D/B/A SHELLPOINT MORTGAGE SERVICING, AND
SELECT PORTFOLIO SERVICING, INC.
EXHIBIT 5 MORTGAGE LOAN SCHEDULE
EXHIBIT 6 FORM OF LOST NOTE AFFIDAVIT
EXHIBIT 7 FORM OF CREDIT FILE
CERTIFICATION
EXHIBIT 8 ADDRESSES OF MASTER SERVICER AND SERVICERS FOR
NOTICES
EXHIBIT 9 REQUEST FOR ELECTRONIC IMAGE OF CREDIT FILE
ii
THIS CUSTODIAL AGREEMENT (the "Custodial Agreement"), dated as of November 1,
2015, by and among WILMINGTON SAVINGS FUND SOCIETY, FSB, D/B/A CHRISTIANA TRUST,
a federal savings bank organized under the laws of the United States having an
address at 500 Delaware Avenue, 11th Floor, Wilmington, Delaware 19801,
Attention: Corporate Trust - Oaks Mortgage Trust Series 2015-2, not
individually, but solely as trustee under the Pooling and Servicing Agreement
for Oaks Mortgage Trust Series 2015-2, Mortgage Pass-Through Certificates,
Series 2015-2 (the "Trust"), OAKS FUNDING LLC, a Delaware limited liability
company having an address at 540 Madison Avenue, 19th Floor, New York, New York
10022, as depositor (the "Depositor"), and WELLS FARGO BANK, N.A., a national
banking association having an address at 751 Kasota Avenue, Minneapolis,
Minnesota 55414, Attention: Client Manager- Oaks Mortgage Trust 2015-2, as
custodian (the "Custodian").
WITNESSETH
WHEREAS, the Depositor has agreed to transfer certain conventional fixed-rate
mortgage loans (the "Mortgage Loans") to the Trustee, pursuant to the terms and
conditions of the Pooling and Servicing Agreement, dated as of November 1, 2015
(the "Pooling and Servicing Agreement"), among the Depositor, the Trustee and
Wells Fargo Bank, N.A. as master servicer and securities administrator;
WHEREAS, the Servicers (as defined below) are to service the Mortgage Loans
pursuant to the terms and conditions of the related Servicing Agreement, as
applicable, and the Trustee will retain record title to the Mortgage Loans; and
WHEREAS, the Custodian is a national banking association and is otherwise
authorized to act as Custodian pursuant to this Custodial Agreement.
NOW THEREFORE, in consideration of the mutual undertakings herein expressed, the
parties hereto hereby agree as follows:
Section 1.
Definitions.
Capitalized terms used but not defined herein shall have the meanings assigned
to them in the Pooling and Servicing Agreement, a copy of which has been
received by the Custodian.
AAR Agreement: Each securitization assignment, assumption and recognition
agreement dated November 10, 2015, among