ALBA 2007 â 1 plc - Irish Stock Exchange

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THE SELLER AND THE SPECIAL SERVICER Oakwood Homeloans Limited Oakwood Homeloans Limited is a limited company incorporated under the Companies Act 1985 on 2 April 2004, company number 5092310. The registered office of Oakwood Homeloans Limited is 180 Brompton Road, London, SW3 1HQ. At the date of its incorporation, Oakwood Homeloans Limited was established as the regulated mortgage subsidiary of Oakwood Global Finance LP for the purpose of acquiring and potentially securitising residential mortgage assets in the United Kingdom. Oakwood Homeloans Limited received full regulatory authorisation to conduct mortgage business from the FSA in January 2005 (FSA number 312920). Oakwood Homeloans Limited was an affiliate member of the CML from October 2004 and received confirmation of full member status in October 2005. Oakwood Global Finance LP is a holding company that was established by Michael Culhane and The Redstone Companies, an asset management company based in Houston, Texas in 2002. Oakwood specialises in capitalising on investment opportunities in non-US lending markets. On 16 June 2006, Credit Suisse, London Branch and Oakwood Homeloans International Limited (an indirect holding company of Oakwood Homeloans Limited) entered into a share purchase agreement whereby Credit Suisse, London Branch acquired a 51 per cent. controlling stake in Oakwood Homeloans Holdings Limited (the direct holding company of Oakwood Homeloans Limited). This transaction was approved by the FSA on 19 May 2006. For the issue of the Notes described in this Prospectus, Oakwood Homeloans Limited will be the Seller, the Special Servicer and the holder of legal title for all mortgage loans. As Special Servicer, Oakwood Homeloans Limited will oversee the actions of the appointed Servicer. This will involve working to facilitate the prompt collection of all monies due under the mortgage loans and to supervise the efficient recovery of delinquent assets. In addition, Oakwood Homeloans Limited will retain responsibility for all credit decisions arising from the ongoing administration of the portfolio. However, the day to day responsibility for administration of the mortgages will remain with the Servicer who will operate within service specifications pre-defined by Oakwood Homeloans Limited and reviewed regularly. Where necessary, Oakwood Homeloans Limited will outsource various functions including asset management, the counselling of delinquent debtors and the legal processes relating to the enforcement of Mortgage Loans to third parties. These third parties will operate according to pre-arranged service specifications subject to regular review. The business and contractual relationships between Oakwood Homeloans Limited and such third parties will be managed on Oakwood Homeloans Limited's behalf by Oakwood Group LLP, a wholly owned subsidiary of Oakwood Global Finance LP. In addition, Oakwood Homeloans Limited will also sub-delegate to Oakwood Group LLP Oakwood Homeloans Limited's duties and responsibilities as Special Servicer.
THE SERVICER Homeloan Management Limited Homeloan Management Limited has been appointed as the Servicer for the Mortgage Pool. Homeloan Management Limited considers itself to be one of the largest third party residential mortgage administrators in the United Kingdom. The Issuer has been informed by Homeloan Management Limited that as at 1 March <strong>2007</strong> Homeloan Management Limited is currently servicing approximately £42 billion of mortgage assets for third parties. The registered office and principal place of business of Homeloan Management Limited is at 1 Providence Place, Skipton, North Yorkshire, BD23 2HL.
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ALBA 2007 - 1 plc (Incorporated in
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As a condition to the issue of the
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PLC (in its capacity as account ban
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In connection with the issue and di
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SUMMARY INFORMATION This summary mu
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(a) (b) (c) the Completion Mortgage
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A2 Notes will rank in priority to t
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Noteholders and (iii) limiting the
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Principal Amount Outstanding togeth
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applicable, subject to the payment
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Agreement, the Cash Management, Mas
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Loans to the extent they accrue a f
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RISK FACTORS The following is a sum
Page 27 and 28: described in the previous sentence
Page 29 and 30: the Mortgage Rate for each of which
Page 31 and 32: Payments. The actual lives of the M
Page 33 and 34: status, repayment ability, debt-to
Page 35 and 36: There are concentrations of Propert
Page 37 and 38: and the right of the relevant Borro
Page 39 and 40: contracts) has to be issued or appr
Page 41 and 42: No assurance can be given that chan
Page 43 and 44: introduce alternative penalties for
Page 45 and 46: unforeseen taxable profits in the I
Page 47 and 48: company which is a party to an arra
Page 49 and 50: CREDIT STRUCTURE General The follow
Page 51 and 52: thereon) other than, following any
Page 53 and 54: Available Redemption Funds On any P
Page 55 and 56: (c) the Liquidity Facility is not r
Page 57 and 58: (d) (e) (f) the aggregate balance o
Page 59 and 60: (d) fourth, to the C Principal Defi
Page 61 and 62: In the event that the long-term, un
Page 63 and 64: the calculation period applicable t
Page 65 and 66: Assets except to the extent of any
Page 67 and 68: (B) (C) the special servicing fee d
Page 69 and 70: (xii) (xiii) (xiv) (xv) (xvi) (xvii
Page 71 and 72: (vii) (viii) (ix) seventh, pari pas
Page 73 and 74: credit of the Reserve Ledger to the
Page 75 and 76: elated rights and powers, and other
Page 77: CAPITALISATION STATEMENT The follow
Page 81 and 82: THE ACCOUNT BANK AND THE GIC PROVID
Page 83 and 84: THE INTEREST RATE SWAP COUNTERPARTY
Page 85 and 86: THIRD PARTY INFORMATION The informa
Page 87 and 88: insurance or endowment policy or ot
Page 89 and 90: Approximately 49.74 per cent. by lo
Page 91 and 92: • Investment properties (resident
Page 93 and 94: • Reference from current landlord
Page 95 and 96: • Properties under 10 years old w
Page 97 and 98: (a) (b) CCJs/Defaults will only be
Page 99 and 100: CHARACTERISTICS OF THE PRELIMINARY
Page 101 and 102: Distribution by Current Loan to Val
Page 103 and 104: Distribution by Property Type Curre
Page 105 and 106: 19. Distribution by Current Margin
Page 107 and 108: Distribution by Discount over Rever
Page 109 and 110: Distribution of Early Redemption Ch
Page 111 and 112: Distribution by Original Loan to Cu
Page 113 and 114: 9. Shared Ownership Status Shared O
Page 115 and 116: 17. Distribution by Arrears Multipl
Page 117 and 118: 24. Distribution by Interest Rate f
Page 119 and 120: Section C: Non-Conforming Mortgage
Page 121 and 122: Distribution by Total Number of Cou
Page 123 and 124: Distribution by Region Current Bala
Page 125 and 126: 20. Distribution by Stabilised Marg
Page 127 and 128: 27. Distribution of Early Redemptio
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companies and the Seller (or GMAC-R
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1. Lending Criteria Subject to GMAC
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SERVICING AND SPECIAL SERVICING OF
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The Servicer is, under the Servicin
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(m) (n) (o) (p) (q) (r) (s) (t) (u)
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(k) (l) (m) (n) the total balance o
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(o) (p) (q) the balance of the Port
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Any credit agreement intended to be
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Arrears must be dealt with sympathe
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(p) (q) (r) (s) interest on the Not
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Weighted Average Life of D Notes in
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SUMMARY OF PROVISIONS RELATING TO T
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TERMS AND CONDITIONS OF THE NOTES T
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In accordance with this Condition 2
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(g) (h) (i) (j) (k) (l) (m) (n) (o)
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(A) (B) (C) (D) (E) other than in r
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(xxi) (xxii) twenty-first, to pay a
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E = the aggregate Principal Amount
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Contract and the Corporate Services
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(a) (b) amounts (other than in resp
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The Trustee shall not be responsibl
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(e) the Rate of Interest for any In
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(i) (ii) in the event that the aggr
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amount of any Note Principal Paymen
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All of the B Noteholders and/or the
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Condition 8: Taxation All payments
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of such Noteholders of the relevant
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authorisation of any breach or prop
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No rights are conferred on any thir
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TERMS AND CONDITIONS OF THE MERCs T
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(i) (ii) (iii) a first fixed charge
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provided by the Cross Currency Swap
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to do so by the holders of at least
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Sunday on which banks are open for
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such MERCs, the alteration of the m
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tax) which would not be suffered we
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TERMS AND CONDITIONS OF THE SUBORDI
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Subordinated Notes scheduled to the
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and/or the Issuer Security Deed tog
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(vii) (viii) (ix) (x) (xi) (xii) (x
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Agreements, the Paying Agents, the
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(xii) (xiii) twelfth, to pay pari p
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In giving any consent to the forego
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LIBOR in effect for the Interest Pe
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(a) Final Redemption of the Subordi
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close of business on the sixth Busi
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indemnified and/or secured to its s
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Trustee will not be responsible for
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(b) Notwithstanding the other provi
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TERMS AND CONDITIONS OF THE R CERTI
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As security for the payment of all
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(B) (C) (D) amounts due and payable
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Mortgage Loans at the end of the pr
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(vii) seventh, to pay pro rata and
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(b) Restrictions on Activities (i)
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(c) Determination and Calculation b
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adjourned meeting, two or more pers
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If Definitive R Certificates are is
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UNITED KINGDOM TAXATION The followi
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EU DIRECTIVE ON THE TAXATION OF SAV
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or other person to which it sells t
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GENERAL INFORMATION 1. The issue of
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GLOSSARY £ .......................
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Cap Provider and Liquidity Facility
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E Principal Deficiency.............
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Interest Only Mortgage Loan........
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Noteholders .......................
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Receiptholders ....................
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Subordinated Noteholders ..........
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ALBA 2007 â 1 plc - Irish Stock Exchange