WHOLE LOAN PURCHASE AND SALE AGREEMENT

This Whole Loan Purchase and Sale Agreement ("Agreement"), dated as of the date set forth on the cover page hereof, is by and among Aspen Funding Corp., Gemini Securitization Corp., LLC and Newport Funding Corp., each having an address at 60 Wall Street, New York, New York 10005 (each individually, a "Purchaser" and together, the "Purchasers"), American Home Mortgage Corp., having an address at 538 Broadhollow Road, Melville, New York 11747 ("AHMC") and American Home Mortgage Investment Corp., having an address at 538 Broadhollow Road, Melville, New York 11747 ("AHMI" and together with AHMC, each individually, a "Seller" and together, the "Sellers"), and American Home Mortgage Servicing, Inc., having an address at 4600 Regent Blvd., Suite 200, Irving, Texas 75063 (the "Servicer").

PRELIMINARY STATEMENT

Sellers may offer to sell to Purchasers from time to time a 100%undivided ownership interest in certain Mortgage Loans, and Purchasers, in their sole discretion, may agree to purchase such Mortgage Loans from Sellers on a servicing-released basis in accordance with the terms and conditions set forth in this Agreement. The related Seller, subject to the terms hereof, will cause each Mortgage Loan purchased by a Purchaser hereunder to be purchased by Takeout Investor. During the period from the purchase of a Mortgage Loan by a Purchaser to the sale of the Mortgage Loan to Takeout Investor, the Servicer shall interim service such Mortgage Loan for the benefit of Purchasers pursuant to the terms of this Agreement.

The parties hereto hereby agree as follows: