Amendment No. 1 to Pooling and Servicing Agreement (Series 2002-RS2) among Residential Funding Corporation, Residential Asset Mortgage Products, Inc., and Bank One, National Association

Summary

This amendment updates the Pooling and Servicing Agreement dated March 1, 2002, between Residential Funding Corporation (Master Servicer), Residential Asset Mortgage Products, Inc. (Depositor), and Bank One, National Association (Trustee). The changes revise definitions and payment procedures related to overcollateralization amounts and clarify certain distribution and amendment provisions for the mortgage-backed securities trust. All other terms of the original agreement remain unchanged.

EX-10.1 3 rs2amd.txt AMENDMENT NO. 1 AMENDMENT NUMBER ONE to the POOLING AND SERVICING AGREEMENT Series 2002-RS2 Dated as of March 1, 2002 among RESIDENTIAL FUNDING CORPORATION, as Master Servicer RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as Depositor and BANK ONE, NATIONAL ASSOCIATION, as Trustee This AMENDMENT NUMBER ONE is made and entered into this 24th day of May, 2002, by and among RESIDENTIAL FUNDING CORPORATION, as the master servicer (the "Master Servicer"), RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as the depositor (the "Depositor"), and BANK ONE, NATIONAL ASSOCIATION, as the trustee (the "Trustee"), in connection with the Pooling and Servicing Agreement dated as of March 1, 2002 among the above mentioned parties (the "Agreement"), and the issuance of Mortgage Asset-Backed Pass-Through Certificates, Series 2002-RS2. This amendment is made pursuant to Section 11.01(a)(ii) of the Agreement. 1. Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in the Agreement. 2. The definition of "Group I Overcollateralization Increase Amount" is hereby amended effective as of the date hereof by deleting the words in such clause in its entirety and replacing it with the following: "Group I Overcollateralization Increase Amount: With respect to (a) the first three Distribution Dates, $0, and (b) any Distribution Date after the first three Distribution Dates, an amount equal to the lesser of (i) the Group I Excess Cash Flow for that Distribution Date available to make payments pursuant to Section 4.02(c)(ix) plus the Group II Excess Cash Flow for such Distribution Date available to make payments pursuant to Section 4.02(d)(viii) and (x), and (ii) the excess, if any, of (x) the Group I Required Overcollateralization Amount for that Distribution Date over (y) the Group I Overcollateralization Amount for that Distribution Date." 3. The definition of "Group II Overcollateralization Increase Amount" is hereby amended effective as of the date hereof by deleting the words in such clause in its entirety and replacing it with the following: "Group II Overcollateralization Increase Amount: With respect to (a) the first six Distribution Dates, $0, and (b) any Distribution Date after the first six Distribution Dates, an amount equal to the lesser of (i) the Group II Excess Cash Flow for that Distribution Date available to make payments pursuant to Section 4.02(d)(ix) plus the Group I Excess Cash Flow for such Distribution Date available to make payments pursuant to Section 4.02(c)(viii) and (x), and (ii) the excess, if any, of -1- (x) the Group II Required Overcollateralization Amount for that Distribution Date over (y) the Group II Overcollateralization Amount for that Distribution Date. 4. Section 4.02(d)(x) of the Agreement is hereby amended effective as of the date hereof by deleting the words in such clause in its entirety and replacing it with the following: "on or after the seventh Distribution Date, to the Class A-I Certificateholders (other than the Class A-I-IO Certificateholders) and Class M-I Certificateholders, from the amount, if any, of the Group II Available Distribution Amount remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount for such Distribution Date to the extent not covered by the Group I Excess Cash Flow for such Distribution Date, which amount shall be included in the Group I Principal Distribution Amount and paid in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of the Class A-I Certificates and Class M-I Certificates have been reduced to zero;" 5. Section 11.01(a)(vi) is hereby amended effective as of the date hereof by deleting the words in such clause in its entirety and replacing it with the following: "(vi) to make any other provisions with respect to matters or questions arising under this Agreement or such Custodial Agreement which shall not be materially inconsistent with the provisions of this Agreement, provided that such action shall not, as evidenced by an Opinion of Counsel, adversely affect in any material respect the interests of any Certificateholder." 6. Except as amended above, the Agreement shall continue to be in full force and effect in accordance with its terms. -2- IN WITNESS WHEREOF, the Master Servicer, the Depositor and the Trustee, have caused their duly authorized representatives to execute and deliver this instrument as of the date first above written. RESIDENTIAL FUNDING CORPORATION, as Master Servicer By:/s/: Randy Van Zee Title: RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC., as Depositor By:/s/: Lisa Lundsten Title: BANK ONE, NATIONAL ASSOCIATION, as Trustee By:/s/: Keith Richardson Title: -3-