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200410441 (a) listing agreements, including any amendments or modifications thereto; (b) purchase and sale agreements, including any counter - offers and any amendments thereto; (c) grant /warranty /quit claim deeds or any other deed causing the transfer of title to the property to a party contracted to purchase same; (d) escrow instructions; and (e) any and all documents necessary or appropriate to effect the transfer of property. 10. The execution of, and any modifications or amendments to, escrow or other agreements established for the repair to or maintenance of the mortgaged property or reserves for replacement of personal property. The undersigned gives said Attorney -in -Fact full power and authority to execute such instruments and to do and perform all and every act and thing necessary and proper to carry into effect the power or powers granted by or under this Limited Power of Attorney as fully as the undersigned might or could do, and hereby does ratify and confirm to all that said Attorney -in -Fact shall be effective as of July 13, 2004. This appointment is to be construed and interpreted as a limited power of attorney. The enumeration of specific items, rights, acts or powers herein is not intended to, nor does it give rise to, and it is not to be construed as, a general power of attorney. Nothing contained herein shall (1) limit in any manner any indemnification provided by the Servicer to the Trustee under the Agreement, or (2) be construed to grant the Servicer the power to initiate or defend any suit, litigation or proceeding in the name of Wachovia Bank, except as specifically provided for herein. If the Servicer receives any notice of suit, litigation or proceeding in the name of Wachovia Bank, then the Servicer shall promptly forward a copy of same to the Trustee. This limited power of attorney is not intended to extend the powers granted to the Servicer under the Agreement or to allow the Servicer to take any action with respect to Security Instruments or Mortgage Notes not authorized by the Agreement. The Servicer hereby agrees to indemnify and hold the Trustee, and its directors, officers, employees and agents harmless from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, cost, expenses or disbursements of any kind or nature whatsoever incurred by reason or result of, or DOCSSEA/20889. I 3