HomeMy WebLinkAbout965032Prepared By: Brent Cheatwood
Vanderbilt Mortgage and Finance, Inc.
Return To:
Vanderbilt Mortgage and Finance, Inc.
PO Box 9800, Maryville, TN 37802
Attention:
Acc #482767
00627
RECEIVED 6/12/2012 at 9:14 AM
RECEIVING 965032
BOOK: 787 PAGE: 627
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
ASSIGNMENT OF MORTGAGE, DEED OF TRUST OR SECURITY DEED
JPMorgan Chase Bank, As Trustee "Assignor under Oakwood Mortgage Investors, Inc.,
Series 2002 -B, Pooling and Servicing Agreement dated as of May 1, 2002 (the "Trust having
acquired the following described mortgage, deed of trust or security deed (the "Security
Instrument pursuant to Assignment of Mortgage recorded with Lincoln County, State of
Wyoming, on January 27, 2003 in Book 510 Page 621, by and through its Attorney -in -Fact and
Agent, Vanderbilt ABS Corp., acting by and through its Attorney -in -Fact and Agent Vanderbilt
Mortgage and Finance, Inc., hereby absolutely assigns, transfers and sets over unto THE BANK
OF NEW YORK MELLON, f /k/a The Bank of New York, the present Trustee under the Trust
"Assignee all right, title and interest of Assignor, without recourse or warranty, in the
following described Security Instrument and the indebtedness secured thereby:
Security Instrument Date: January 16, 2002
Mortgagor /Borrower /Grantor: Adrian Reyes and Reyna Alva
Mortgagee /Lender /Grantee: Oakwood Acceptance Corporation, LLC
Recorded With Lincoln County, State of Wyoming, in Book 481 Page 691
If a description of a manufactured home is set forth below, this Assignment includes the below
described manufactured home which is located upon and constitutes a fixture or improvement to
the real property the subject of the Security Instrument, or if the manufactured home has not
been converted to real property status, this Assignment also includes the assignment to and
transfer of all right, title and interest in and to the security interest or lien on such manufactured
home.
Make: 01 522F Year Model: 2002 Serial Nos.: GWOR23N25936AB
Assignment of Mortgage #11— Investor Codes 235- 238 —V.02 —Power of Attorney #4 5
TO HAVE AND TO HOLD the same unto Assignee, and its successors and assigns, forever.
In Witness Whereof, Assignor has caused these presents to be executed
May ,,2-1 20.12
JPMorgan Chase Bank, As Trustee "Assignor under Oakwood Mortgage Investors, Inc.,
Series 2002 -B, Pooling and Servicing Agreement dated as of May 1, 2002,
By and through its Attorney -in -Fact and Agent, Vanderbilt ABS Corp., pursuant to
Continuing Limited Power of Attorney executed by JPMorgan Chase Bank on July 30, 2004 and
recorded on January 21, 2005 with the Register of Blount County, Tennessee, in Record Book
2042 Pages 2513 -2526 as Instrument #433656, and
Vanderbilt ABS Corp.
said powers of attorney being attached hereto as Exhibit A and incorporated herein by reference
Assignment of Mortgage #11—Investor Codes 235- 238 —V.02 —Power of Attorney #4 5
00628
By and through its Attorney -in -Fact and Agent, Vanderbilt Mortgage and Finance, Inc.,
pursuant to Continuing Power of Attorney (JPMC) executed by Vanderbilt ABS Corp. on August
19, 2004 and recorded on June 6, 2005 with the Register of Blount County, Tennessee, in Record
Book 2060 Pages 2030 -2038 as Instrument #447271,
Vanderbilt ABS Corp. As Attorney -in -Fact and Agent for JPMorgan Chase Bank, As
Trustee
J.1
mber W. Krup
Title: Vice President
By:
Name:
STATE OF TENNESSEE
COUNTY OF BLOUNT
The foregoing instrument was acknowledged before me this o22- day of May, 2012 by Amber W Krupacs, Vice
President of Vanderbilt ABS Corp., a Tennessee corporation, on behalf of the corporation.
Notary Public: 14:
STATE
My Commission Expires: -L,��' Y TENNESS 'Z
EE
NOTARY
0 PUBLIC
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Assignment of Mortgage 11— Investor Codes 235- 238 —V.02 —Power of Attorney #4 5
00629
Vanderbilt Mort jge and Finance, Inc. As Attorney -in -Fact and Agent for Vanderbilt ABS Corp.
By:
Name: David
Title: Asst. Secretary
STATE OF TENNESSEE
COUNTY OF BLOUNT
The foregoing instrument was acknowledged before me this day of May, 2012 by David Barton,
Assistant Secretary of Vanderbilt Mortgage and Finance, Inc., a Tennessee corporation, on behalf of the
corporation.
01111111111 /4
Notary Public: l r ;Z
OF
My Commission Expires:�%�5 TEN NESSEE
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Assignment of Mortgage #11—Investor Codes 235- 238 —V.02 —Power of Attorney #4 5
00630
Va. \Lc.,.-301 i4 DA-sac
9631.
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CONTINUING LIMITED POWER OF ATTORNEY
Whereas, JPMorgan Chase Bank, a New York banking corporation (formerly The
Chase Manhattan Bank, a New York banking corporation, and formerly Chase Manhattan Trust
Company, National Association, a national banking association in its capacity as trustee or as
successor in interest to PNC Bank, National Association, as trustee), as trustee (the "Trustee
under and pursuant to various Pooling and Servicing Agreernents entered into from time to time
and identified on Exhibit A attached hereto and incorporated herein by reference, such Pooling
and Servicing Agreements having adopted Standard Terms to Pooling and Servicing Agreements
(the "Agreements
Whereas, under the Agreements Oakwood Acceptance Corporation, LLC, a limited
liability company organized and existing under the laws of the State of Delaware "OAC,
LLC successor by merger to Oakwood Acceptance Corporation, a corporation organized and
existing under the laws of the State of North Carolina "OAC and having operated in certain
states and for certain periods of time under the assumed names "Nationwide Mortgage
Company" and "Golden Circle Financial Services," and furthermore as the servicing agent for
Deutsche Financial Capital Limited Liability Company, a limited liability company organized
under the laws of the State of North Carolina "DFC DFC having originated some of the
Contracts, directly or through the transfer and conveyance first to an affiliate (specifically
including Oakwood Mortgage Investors, Inc. and Deutsche Financial Capital Securitization,
LLC) or non affiliate (Merrill Lynch Mortgage Investor's, Inc.), transferred and conveyed to the
Trustee (or its predecessor) full and complete ownership in the Contracts and the Trustee (or its
predecessor) granted OAC, LLC (or its predecessor OAC) all right, title and interest in and to the
servicing rights associated with the Contracts (hereinafter defined) (the "Servicing Rights
such Servicing Rights including the grant of power and authority to OAC, LLC (or its
predecessor OAC) to do any and all acts and things reasonably necessary to enforce (including
the right to bring suit in the name of the Trustee), collect, service, administer or otherwise act
consistent with the standards as set forth in each of the Agreements, with respect to all those
certain mortgage loans and manufactured home loans, evidenced by installment loan agreements,
retail installment sales contracts and/or promissory notes, and secured by a manufactured or
modular home, real estate and/or other personal property pursuant to a security interest or lien
evidenced and perfected by a security agreement, certificate of title, financing statement,
mortgage or deed of trust, or other form of security agreement, instrument or filing (the
"Security Instruments" and collectively the "Contracts
Whereas, OAC, LLC and its parent, Oakwood Homes Corporation "OHC and certain
of its subsidiaries, including Oakwood Servicing Holdings Co., LLC, a limited liability company
organized and existing under the laws of the State of Nevada "OSHC (collectively, the
"Debtors filed for relief under Chapter 11 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware, said filings having been consolidated under
OHC's Case No. 02 -13396 (PJW) (the "Debtors' Bankruptcy" and the "Bankruptcy Court,"
respectively);
Whereas, the Bankruptcy Court pursuant to order dated March 31, 2004 confirmed the
Second Amended Joint Consolidated Plan of Reorganization of Oakwood Homes Corporation
and Its Affiliated Debtors and Debtors -in- Possession (as amended) dated February 6, 2004 (the
"Confirmation Order" and "OHC Plan," respectively);
Whereas, consistent with the OHC Plan, the Confirmation Order authorized a sale of
substantially all of the assets of the Debtors to Clayton Homes, Inc, pursuant to that certain Asset
Purchase Agreement dated as of November 24, 2002 by and among OHC and the other persons
identified as sellers therein and Clayton Homes, Inc. as purchaser "CHI as amended (the
"Asset Purchase Agreement
Whereas, by orders of the Bankruptcy Court dated December 12, 2002 and January 15,
2003 the Bankruptcy Court authorized (i) the assumption by OAC, LLC of the Servicing Rights
under the Agreements, (ii) the assignment of such Servicing Rights to OSHC, and (iii) OAC,
LLC to be the subservicer for OSHC, following which OAC, LLC and OSHC entered into
Assignment, Contribution and Assumption Agreements, whereby such Servicing Rights were
assigned by OAC, LLC to and assumed by OSHC, and OSHC and OAC, LLC entered into
Subservicing Agreements, whereby OSHC contracted with OAC, LLC to act as a subservicer,
each Trustee having acknowledged the actions taken under such agreements;
Whereas, by separate order dated March 31, 2004 (the "Assumption and Assignment
Order the Banla Court further specifically authorized the assignment by OSHC of the
Servicing Rights under the Agreements to, and the assumption by, an entity designated by CHI
(the "Designated Entity of all the rights, powers and authorities to act as servicer under the
Agreements, and such assignment being subject to the terms of the Assumption and Assignment
Order (hereinafter referred to as the "Modified Servicer Obligations
Whereas, OSHC has rejected the Subservicing Agreements with OAC, LLC and
therefore such Subservicing Agreements have been terminated;
Whereas, pursuant to the APA and Assumption and Assignment Order, CHI designated
Vanderbilt ABS, Corp., a corporation organized and existing under the laws of the State of
Delaware "VABS as the party to be assigned the Servicing Rights related to the Contracts
under the Agreements and assume such duties, subject to the Modified Servicer Obligations;
Whereas, OSHC and VABS have entered into an Assignment and Assumption dated as
of April 13, 2004, to memorialize the transfer to VABS of all right, title and interest of OSHC to
the Servicing Rights relating to the Contracts under the Agreements, and VABS's assumption of
duties as servicer, subject to the Modified Servicer Obligations (the "OSHC -VABS Servicing
Rights Assignment and Assumption Agreement
Whereas, VABS has entered into a subservicing agreement dated April 13, 2004 with a
non subsidiary affiliate, Vanderbilt Mortgage and Finance, Inc., a corporation organized and
existing under the laws of the State of Tennessee "VMF to perform certain subservicing and
collection functions for the Contracts on behalf of VABS (the "VABS -VMF Subservicing
Agreement and
0063?
Whereas, based on the above recitals, the Trustee is willing to expressly confirm specific
powers and authority which VABS has to act under such Agreements.
Now, Therefore:
The Trustee hereby irrevocably constitutes and appoints VABS, as its true and lawful
attorney -in -fact and agent, for and in the Trustee's name, place, and stead, and on the Trustee's
behalf, with power and authority to do any and all things which the Trustee could do as the
owner of the Contracts under the respective Agreements, specifically including any and all acts
and things reasonably necessary to enforce, collect, service, administer or otherwise act in any
such manner or fashion as the Trustee can act, such power and authority to so act specifically,
but without limitation to the grant of the general power and authority to act, including the
following:
(I) Endorse, without recourse, checks, drafts and other instruments of payments made on
the Contracts;
(2) Execute assignments of the security interest or lien of OSHC, OAC, LLC, OAC
(including in any assumed name and/or in the name DFC) or the Trustee under the
Security Instruments to VABS;
(3) Demand, take such steps as VABS deems necessary to enforce, collect, receive,
receipt for, compromise, settle or assign without recourse any and all indebtedness
and obligations of the obligors under the Contracts or otherwise relating to the
Contracts, including without limitation obligations of dealers which sold the
manufactured or modular homes which secure such Contracts, claims for insurance
relating to such Contracts and any and all claims, choses in action, rights and causes
of action relating thereto, including without limitation the Security Instruments and
insurance policies relating to such Contracts (including acting or bringing suit in their
name or in the name of OSHC, OAC, LLC, OAC (including in any assumed name or
in the name of DFC) or the Trustee);
(4) Execute and deliver court pleadings, requests for trustee's sale and any other
document necessary or deemed necessary to foreclose any real property which
secures a Contract, to recover any personal property which secures a Contract, to
obtain a judgment against any obligor on any Contract or to enforce any other
obligation or promise of any party obligated under or relating to any Contract or
otherwise available under law or equity (including acting or bringing suit in their
name or in the name of OSHC, OAC, LLC, OAC (including in any assumed name or
in the name of DFC) or the Trustee);
(5) Execute and deliver, in their name or in the name of OSHC, OAC, LLC, OAC
(including in any assumed name or in the name DFC) or the Trustee, any and all
instruments of satisfaction or cancellation, partial or full release or discharge, and all
other comparable instruments with respect to the Contracts or Security Instruments,
the manufactured homes, real property and/or personal property securing such
Contracts, including, without limitation, any discharges, releases, satisfactions, bills
3
u0633
(6) Execute, deliver, file (in their name or in the name of OAC, LLC, OAC (including in
any assumed name or in the name DFC) or the Trustee) with appropriate state
agencies and record such instruments, deeds, assignments of ownership under
certificates of title to manufactured homes, and bills of sale as VABS deems
necessary to transfer ownership of any manufactured home, real property or other
personal property which secures a Contract to vest ownership and title in any
purchaser of such property following recovery, foreclosure or other form of recovery
of such property following default by the obligors under any such Contract;
(7)
of sale, financing statements, continuation statements, certificates of title,
assignments of title, transfers of title or registration, or applications for transfer of
title or registration, or similar forms, with respect to any of the manufactured homes,
real property and/or personal property securing such Contracts;
Sign and file (in their name or in the name of OSHC, OAC, LLC, OAC (including in
any assumed name or in the name of DFC) or the Trustee) such financing and
continuation statements, amendments and supplements thereto, certificates of title and
other documents which VABS may from time to time deem necessary to perfect,
preserve, and protect the security interest and lien in the manufactured homes and/or
other real or personal property securing such Contracts;
(8) Execute, acknowledge, verify, swear to, deliver, record and file (in their name or in
the name of OSHC, OAC, LLC, OAC (including in any assumed name or in the name
DFC) or the Trustee) such documents, instruments and papers as VABS or VMF from
time to time deems necessary or desirable to accomplish any and all of the foregoing
and carry out the purposes of the Agreements; and
(9) Authorize any officer of VABS, on behalf of VABS, to acknowledge, verify, swear
to, attest, confirm or certify as to any matter regulated by this Continuing Limited
Power of Attorney, and without limitation including the specifying or identifying of
any Contract (including the Contract obligors, description of manufactured home
and/or real or person property which secures such Contract, or other identifying
information) which is covered or regulated by this Continuing Limited Power of
Attorney, the Agreements and other documents herein referenced.
To induce any third party to act pursuant to or otherwise rely upon this Continuing
Limited Power of Attorney, the Trustee hereby agrees that any third party receiving an originally
signed copy, paper copy of an originally signed copy or copy of an originally signed copy sent
by facsimile or electronically of this instrument, and/or an acknowledgment, verification, sworn
statement, attestation, confirmation or certification from an officer of VABS or VMF, may act or
otherwise rely upon this instrument, and that revocation or termination hereof shall be ineffective
as to such third party unless and until actual notice or knowledge of such revocation or
termination shall have been received by such third party from the Trustee.
The Trustee acknowledges, agrees and confirms that VABS may assign, grant and/or
delegate any or all of its rights, powers and authority under this Continuing Limited Power of
Authority to VMF through a separate limited power of attorney or assignment executed by
4
66634
VABS; provided that, VABS shall remain responsible for any acts or omissions of VMF as a
result of such assignment, grant or delegation of any of its rights, powers or authority under this
Continuing Power of Attorney subject to the terms of the Agreements and Modified Servicer
Obligations. This Continuing Limited Power of Attorney shall not limit any rights or obligations
of VABS under the Agreements (subject to the Modified Servicer Obligations), and any actions
taken by VABS or VMF pursuant to the rights, powers and authority granted under or through
this Continuing Power of Attorney which results in any loss, liability or expense to the Trustee
shall be subject to the applicable indemnification obligations of VABS to the Trustee to the
extent provided in the respective Agreements (subject to the Modified Servicer Obligations).
This Continuing Limited Power of Attorney does not extend the powers granted to
VABS under the Agreements or allow VABS to take any action not authorized by the
Agreements.
This Continuing Limited Power of Attorney is entered into and shall be governed by the
laws of the State of New York, without regard to conflicts of law principles of such state.
The rights, powers, and authority granted hereby shall commence and be in full force and
effect on April 13, 2004 and shall remain in full force and effect thereafter unless otherwise
revoked by the Trustee.
Each of OSHC and OAC, LLC have signed this instrument to evidence their
acknowledgment and confirmation of the above, and to approve and consent to each of VABS
and VMF acting, as specified above, in the name of either OSHC, OAC, LLC or OAC (or any
assumed name or DFC), and each of OSHC and OAC, LLC hereby irrevocably constitutes and
appoints each of VABS and VMF, individually, as its true and lawful attorney -in -fact and agent,
on behalf of and in the name, place, and stead of OSHC and OAC (or any assumed name thereof
or DFC) as applicable, for the same purposes as set forth above; and it is expressly
acknowledged and confirmed by OSHC and OAC, LLC that the powers and authority granted to
VABS by OSHC and OAC, LLC under this Continuing Power of Attorney (including those
rights and power enumerated above) shall also apply to VMF.
The Trustee has executed this Continuing Limited Power of Attorney not in its individual
capacity, but solely as Trustee under the Agreements. The Trustee makes no representation or
warranty as to (a) the enforceability of this Continuing Limited Power of Attorney as it relates to
OSHC, OAC, LLC or OAC, or (b) the acknowledgements, confirmations, rights, powers and
authority provided by OSHC or OAC, LLC under this Continuing Limited Power of Attorney.
This Continuing Limited Power of Attorney is executed by each of the undersigned as of
the dates set forth below.
[Signature Pages Follow]
5
00635
JPMORGAN CHASE BANK, Not In Its Individual Capacity, But Solely As Trustee
By:
Name: Joshua Safchik
Title: Trust Officer
Attested By:
Name: David Contino
Title: Assistant Vice President
Date: July 30, 2004
State of New York
City of New York
1, Margaret Price, a Notary Public in and for said City and State aforesaid, do hereby
acknowledge and state that Joshua Safchik and David Contino personally appeared before me
this 30` day of July, 2004 and respectively acknowledged that as such Trust Officer and
Assistant Vice President, respectively, signed and delivered the above instrument as his/her free
and voluntary act and deed on behalf of JPMorgan Chase Bank, not in its individual capacity, but
as trustee, for the uses and purposes therein set forth.
Given under my hand and seal this 30 day of Ju 2004
Notary Public
(Notary Seal) My Commission Expires:
MARGARET M. PRICE
Notary Public, State of New 'fork
No. 24- 4980599
Qualified In Kings County
Commission Expires April 22, 2007
S.
00636
Acknowledged, Confirmed, Approved and Consented to:
OAKWOOD S VICING HOLDINGS CO,, LLC
B ``1
Name: Douglas R.. Muir
Title: Presiden
Attested By:
Name: Randelle R. Smith
Title: Vice President
Date:
State of North Carolina
County of Guilford
)Ut)
S.
I, Dena E, Bailey, a Notary Public in and for said City and State aforesaid, do hereby
acknowledge and state that Douglas R. Muir and Randelle R. Smith personally appeared before
me this 13th day of April, 2004 and respectively acknowledged that as such President and Vice
President, respectively, signed and delivered the above instrument as his /her free and voluntary
act and deed on behalf of Oakwood Servicing Holdings Co., LLC for the uses and purposes
therein set forth.
Given under my hand and seal this 13th day of April, 2004..
(Notary Seal)
OFFICIAL SEAL
DENA E BAILEY
Notary Public North Carolina
COUNTY OF GUILFORD
My Commission Expires
My Commission Expires: /1 3d D s
ou 6 3 7
Acknowledged, Confirmed, Approved and Consented to:
OAKWOO ACCEPTANCE CORPORATION, LLC
By:
Name: Douglas R. Muir
Title: Vice President
Attested By: t4
Name: Robert A. Smith
Title: Assistant Secretary
Date:
State of North Carolina
County of Guilford
f- /r 1 3 p(O t=/
S.
1, Dena E. Bailey,.a Notary Public in and for said County and State aforesaid, do hereby
acknowledge and state that Douglas R. Muir and Robert A. Smith personally appeared before
me this 13th day of April, 2004 and respectively acknowledged that as such Vice President and
Assistant Secretary, respectively, signed and delivered the above instrument as his/her free and
voluntary act and deed on behalf of Oakwood Acceptance Corporation, LLC, for the uses and
purposes therein set forth.
Given under my hand and seal this 13 day of April, 2004
(Notary Seal)
r OFFICIAL SEAL
I DENA E BAILEY
Notary Public North Carolina
r <n COUNTY OF GUILFORD
My Commission Expires
Notary Pub c
Notary Publ c
My Commission Expires: Th.ed
00638
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Oakwood Mortgage
Investors, Inc., Series
1995 -B
(October 1, 1995)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Acceptance
Corporation, Series 1996 -1
(April 1, 1996)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Acceptance Corporation
PNC Bank, N..A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996 -A
(February 1, 1996)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc,
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996 -B
(July 1, 1996)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc..
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996 -C
(October 1, 1996)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
EXHIBIT A
POOLING AND SERVICING AGREEMENTS
1A N 3'9
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Oakwood Mortgage
Investors, Inc., Series
1997 -A
(February 1, 1997)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1997 -B
(May 1, 1997)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Deutsche Financial Capital
Securitization LLC, Series
1997 -I
(June 1, 1997)
Amendment No. 1
dated Sept,. 28, 2001
Deutsche Financial Capital Securitization
L.L.C.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1997 -C
(August 1, 1997)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc,, Series
1997 -D
(November 1, 1997)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
00640
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Deutsche Financial Capital
Securitization, LLC, Series
19984
(January 1, 1998)
Amendment No 1
dated Sept. 28, 2001
Deutsche Financial Capital Securitization
L.L.C.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998 -A
(February 1, 1998)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc,
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998 -B
(May 1, 1998)
Amendment No. 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N..A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998 -C
(August 1, 1998)
Amendment No, 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. 3
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N..A.., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998 -D
(October 1, 1998)
Amendment No. 1
dated April 29, 1999
Amendment No. 2
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
00641
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Oakwood Mortgage
Investors, Inc., Series
1999 -A
(January 1, 1999)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
1999 -B
(April 1, 1999)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
1999 -C
(June 1, 1999)
Amendment No. 1
dated November 15,
2000
Amendment No.. 2
dated December 12,
2000
Amendment No. 3
dated Sept. 28, 2001
Amendment No. 4
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
1999 -D
(August 1, 1999)
Amendment No. 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. 3
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
1999 -E
(November 1, 1999)
Amendment No 1
dated December 11,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. 3
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
00642
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Oakwood Mortgage
Investors, Inc., Series
2000 -A
(March 1, 2000)
Amendment No. 1
dated December 11,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. .3
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2000 -B
(June 1, 2000)
Amendment No. 1
dated Sept. 28, 2001
and Amendment No 1
dated 12/11/00 and
Amendment No. 2
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001 -B
(February 1, 2001)
Amendment No. 1
dated Sept. 28, 2001
Amendment No 2
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001 -C
(May 1, 2001)
Amendment No. 1
dated 10/02/01
Amendment No. 2
dated August 10, 2001
Amendment No. 3
dated December 12,
2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001 -D
(August 1, 2001)
Amendment No. 1
dated 10/02/01
Amendment No. 1
dated December 12,
2001
Amendment No. 2
dated December 13,
2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001 -E
(November 1, 2001)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
.vj643
Series
Amendments to The
Parties Involved
and
Pooling Servicing
Date of Original Pooling
Agreement
Servicing Agreement
Oakwood Mortgage
Investors, Inc., Series
2002 -A
(February 1, 2002)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
IPMorgan Chase Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2002 -B
(May 1, 2002)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2002 -C
(August 1, 2002)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
00644
Penny H. Whaley, Resister
Blount County Tennessee
Rec 8: 283172
Rec'd: 70.00 Instrument U: 433656
State: 0.00
Clerk: 0.00 Recorded
EDP: 2.00 1/21/2005 at 10:34 an
Total: 72.00 in
Record Bork 2042 Pgs 2513 -2526
r 1 �I� \nct 30 4
1
CONTINUING POWER OF ATTORNEY (JPMC)
`epared By:
Vanderbilt Mortgage Finance INC.
500 Alcoa Trail 0 0 6 4 5
Maryville,TN 37804
Whereas, Vanderbilt ABS Corp., a corporation organized and existing under the
laws of the State of Delaware "VABS and Vanderbilt Mortgage and Finance, Inc., a
corporation organized and existing under the laws of the State of Tennessee "VMF have
entered into an agreement dated as of April 13, 2004 (the Subservicing Agreement
providing for VMF to act as a subservicer for VABS with respect to the servicing,
collection and enforcement of certain financial accounts with third party debtors, and
including repossessing, foreclosing or otherwise comparably converting the personal and/or
real property which secures such fmancial accounts (said financial accounts being more
particularly described below and referred to herein as "Contracts which Contracts are
owned by JPMorgan Chase Bank, As Trustee "JPMC" and formerly The Chase
Manhattan Bank, As Trustee and formerly Chase Manhattan Trust Company, National
Association, As Trustee and successor in interest to PNC Bank, National Association, As
Trustee), pursuant to the terms of the pooling and servicing agreements specified in Exhibit
A attached hereto and incorporated herein by reference (the "P &S Agreements such
ownership being for the benefit of purchasers of pass through certificates issued under the
terms of the P &S Agreements;
Whereas, JPMC, and Oakwood Servicing /Holdings Co., LLC "OSRC and
Oakwood Acceptance Corporation, LLC "OAC, LLC prior owners and servicers of the
Contracts, have granted to VABS specified powers and authorities under Continuing
Limited Power of Attorney executed April 13, 2004 and July 30, 2004 and effective as of
April 13, 2004 (the "JPMC POA and
Whereas, VABS desires to provide VMF with a more particularized description of
the powers and authorities VMF has as a subservicer under the Subservicing Agreement,
consistent with the powers and authorities VABS has under the P &S Agreements and the
JPMC POA.
Now, Therefore:
(1) VABS hereby grants to VMF each and every power and authority to act which
VABS has under or pursuant to the P &S Agreements and the JPMC POA, acting on behalf
of VABS as a subservicer; and
(2) VABS authorizes any officer of VMF, on behalf of VABS, to acknowledge,
verify, swear to, attest, confirm or certify as to any matter regulated by this Continuing
Power of Attorney, and without limitation including the specifying or identifying of any
Contract (including the Contract obligors, description of manufactured home and/or real
or person property which secures such Contract, or other identifying information) which is
covered or regulated by this Continuing Power of Attorney, the P &S Agreements and the
JPMC POA.
To induce any third party to rely upon this Continuing Power of Attorney, VABS
hereby agrees and confirms that any third party receiving an originally signed copy, paper
Executed the date(s) set forth below.
Name: Russell Perryman
Title: President
Attested By:
Name: Lori L. La Penta
State of N i
County 010,00V,451
Title: Secretary and Treasurer
S.
Given under my hand and seal this
2004
ELAINE HONGYGUUT T
NOTARYPU NOP.TH 0.0101,11* —Its, ExpIxt)
CARTEREr CCU: g1/
otarv
day of )4- u S
C`x
Notary Publi
My Commission Expires: c talO
00646
copy of an originally signed copy or copy of an originally signed py sent by facsimile or
electronically of this instrument and/or acknowledgment, v cation, sworn statement,
attestation, confirmation or certification from an officer of
may act or otherwise rely
upon this instrument, and that revocation or termination hereo shall be ineffective as to
such third party unless and until actual notice or knowledge of such revocation or
termination shall have been received by such third party.
The rights, powers, and authority granted hereby shall commence and be in full
force and effect on April 13, 2004 and shall remain in full force and effect thereafter.
I, /f9 Pt Q 7 r a Notary Public in and for said County and
State aforesaid, do hereby ack'nowled a and state that Russell Perryman personally
appeared before me this day of �j S q-- 2004
and acknowledged that as President of Vanderbilt ABS Corp. he signed and delivered the
above instrument as his free and voluntary act and deed on behalf of Vanderbilt ABS
Corp. for the uses and purposes therein set forth.
f
State offs ;.J(( -.Y�
S.
County of f\1t..vJ
I, t-EEf -k j 1 1 a Notary Public in and for said County and
State aforesaid, do hereby acknowledge and state that Lori L. La Penta personally
appeared before me this 1 6 1 114 day of rq 1 2004 and
acknowledged that as Secretary and Treasurer of Vanderbilt ABS Corp. she signed and
delivered the above instrument as her free and voluntary act and deed on behalf of
Vanderbilt ABS Corp. for the uses and purposes therein set forth.
Given under my hand and seal this I ►1t day of AUG t SST"
2004
Notary Public
(Notary Seal) My Commission Expires: 12.
HEATHER R. HILL
NOTARY PUBLIC DELAWARE
My Commission Expires Dec. 21, 2006
)0647
A. •:t
fitx .:4 :.,....119 i 1 4,:fh"
4r3V2-
-Et.i',2 ..-.Y.4e...: .4
Oakwood Mortgage
Investors, Inc., Series
1995-B
(October 1, 1995)
Ib ■ti
t i t
VIVO: iif.:q) 1 11.
:1 1'''''A L 6` .4 1.:
1140r4),... 43 4 :ti 'r
Am.
Amendment No 1
dated Sept 28, 2001
:.7 -:::.-0.4
.4 fro'n::::
•""'i:
a.
.6,-.
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, NA., as Trustee (now The
Chase Manhattan Bank)
Oakwood Acceptance
Corporation, Series 1996-1
(April 1, 1996)
Amendment Na 1
dated Sept. 28, 2001
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996-A
(February 1, 1996)
Amendment No. I
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996-B
(July 1, 1996)
Amendment No 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A„ as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1996-C
(October 1, 1996)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
EXHIBIT A
00648
1,J649
e.' Sit'7
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i' eV liw
,g-
r5 S At'i '"V"
'Afr F,,...fi 0 V,L•5 f .37 ;i 1,•_:',.,
2 4 1. S:k. i'i ...U:
N
1...
1 4
P7-
11:
Oakwood Mortgage
Investors, Inc., Series
1997-A
(February 1, 1997)
Amendment No 1
dat Sept.
ed ept. 28001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A,, as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1997-B
(May 1, 1997)
Amendment No 1
dated Se 28 2001
pt,
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Deutsche Financial Capital
Securitization LLC, Series
1997-1
(June 1, 1997)
Amendment No. 1
dated Sept. 28, 2001
Deutsche Financial Capital Securitization
L.L.C.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1997-C
(August 1, 1997)
No.
Amendment 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1997-D
(November 1, 1997)
Amendment
No 1
ed Se 28
pt.
dat, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
1,J649
vvcift 7
8.. 4.
1 n,
Ili r... a ■4 3 r i
or:ix:4:7:1- ID.,-,1.'' v• '.4-''',-.
Y" ,c7:7{73,
..5.Lcs .11 Itiil 2
..,:.,t11.,,,,_...=.s- We 0 C
Niffilr,i
4,
v. ',7. Eigrafr P!
1 yea
A i-4,, 1.1
eo
k sk F•
Deutsche Financial Ca
Securitization, LLC, Series
1998-1
(January 1, 1998)
Amendment No. 1
dated Sept. 28, 2001
Deutsche Financial Capital Securitization
L.L.C.
Oakwood Acceptance Corporation
?NC Bank, NA, as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998-A
(February 1, 1998)
Amendment No 1
dated Sept 28 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998-B
(May 1, 1998)
Amendment No. 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998-C
(August 1, 1998)
Amendment No. 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. .3
dated Au: t 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
Oakwood Mortgage
Investors, Inc., Series
1998-D
(October 1, 1998)
Amendment N. 1
dated April 29, 1999
Amendment No. 2
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
PNC Bank, N.A., as Trustee (now The
Chase Manhattan Bank)
00650
vf y..x-
fr
S, 4
C71s E,
n'a
7,
,tTi rtigiagais II' ..1.
r$C4'f2b7
t J 4
g#3
1...z,,,,
Amendment No. 1
dated Sept. 28, 2001
.;Y W
0
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
e%.
it,....%t*:■'.1,....:.:11;*'"""A‘t. "I'''.
Cfr."41. :":4•1:t
Oakwood Mortgage
Investors, Inc., Series
1999-A
(January I, 1999)
Oakwood Mortgage
Investors, Inc., Series
1999-B
(April 1, 1999)
Amendment No. 1
dated Sept. 28, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
i
Oakwood Mortgage
Investors, Inc., Series
1999-C
(Tune 1, 1999)
Amendment No. 1
dated November 15,
2000
Amendment No. 2
dated December 12,
2000
Amendment No. 3
anted Sept. 28, 2001
Amendment No 4
dated August 10, 2001
Amendment No. 1
dated December 12,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. 3
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
1999-1D
(August 1, 1999)
Oakwood Mortgage
Investors, Inc., Series
1999-E
(November 1, 1999)
Amendment No. 1
dated December 11,
2000
Amendment No. 2
dated Sept 28, 2001
Amendment No. 3
dated August 10, 2001 1
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
P.; L. 0 c
,4
.il I.:1i;
fri 4 fo
4.,. 17
...c. A";;:'
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
fe
Amendment No 1
dated December 11,
2000
Amendment No. 2
dated Sept. 28, 2001
Amendment No. 3
dated August 10, 2001
:::::511,41;P■i7:141:11;41-igni13:.
Oakwood Mortgage
Investors, Inc., Series
2000-A
(March I, 2000)
Oakwood Mortgage
Investors, Inc., Series
2000-13
(June 1, 2000)
Amendment No. 1
dated Sept. 28, 2001
and Amendment No 1
dated 12/11/00 and
Amendment No. 2
dated August 10, 2001
Oakwood Mortgage
Investors, Inc., Series
2001-B
(February 1, 2001)
Amendment 110. 1
dated Sept. 28, 2001
Amendment No. 2
dated August 10, 2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001-C
(May 1, 2001)
Amendment No. 1
dated 10/02101
Amendment No. 2
dated August 10, 2001
Amendment No. 3
dated December 12,
2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001-13
(August 1, 2001)
Amendment o. 1
dated 10/02/01
Amendment No. 1
dated December 12,
2001
Amendment No. 2
dated December 13,
2001
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation
The Chase Manhattan Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2001-E
(November 1, 2001)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
00.6b
5
1 1
Eif_A.,i.tes :•-an !,0)
....v.f.....5.4 .••:•-f..::t-,
i. :J..
'1L. t'.! '7.4.3i1
6- 4 ,..41TIP•
,:ia(4,t1
.a.: Ar
Oakwood Mortgage
Investors, Inc., Series
2002-A
(February 1, 2002)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2002-B
(May 1, 2002)
Oakwood Mortgage Investors, Inc.
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
Oakwood Mortgage
Investors, Inc., Series
2002-C
(August 1, 2002)
Oakwood Mortgage Investors, Inc_
Oakwood Acceptance Corporation, LLC
JPMorgan Chase Bank, as Trustee
653
Penny H thale y1 Resister
Blount County Tennessee
Rec 0: 291162
Recd 45.00 Instrument 0: 447271
State: 0.00
Clerk= 0.00 Recorded
EDP: 2.00 6/6/2005 at 1025 An
Total: 47.00 in
Record Book 2060 Pss 2030-203B