Common use of Books and Records Clause in Contracts

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title From and after the sale of any Mortgage Loans to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All Owner all rights arising out of the such Mortgage Loans including, Loan including but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that to all funds received on or in connection with a such Mortgage Loan Loan, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, Owner as the case may be, as the owner of the Mortgage Loans pursuant Loans, and subject to the terms following paragraph, the Servicer (or MERS) shall retain record title to the related Mortgages for the sole purpose of this Agreementfacilitating the servicing and the supervision of the servicing of the Mortgage Loans. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the PurchaserOwner. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesOwner, or its designee and shall deliver to the Purchaser Owner upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 4.13. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Selling and Servicing Guide, as amended from time to time. This Agreement continuously, from the time of its execution, shall be an official record of the Servicer and Servicer will maintain a copy of this Agreement and each agreement related hereto in its official books and records. The sale of Servicer shall maintain with respect to each Mortgage Loan and shall be reflected on make available for inspection by any Owner or its designee the Seller's balance sheet related Servicing File during the time the Owner retains ownership of a Mortgage Loan and other financial statements thereafter in accordance with applicable laws and regulations. The Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Servicer shall note transfers of Mortgage Loans. Upon receipt of notice of any transfer of a sale Mortgage Loan, the Servicer shall ▇▇▇▇ its books and records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller; provided, an Affiliate however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the Seller, related Mortgage Loan on the Purchaser or one or more designees records of MERS for purposes of the Purchaser, as the Purchaser shall selectsystem of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and the related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan as provided in Section 2 shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 2 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingIt is the express intention of the parties that the transactions contemplated by this Agreement be, and shall maintainbe construed as, a complete set sale of books and records for each the related Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Loans by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection Seller and not a pledge of such Mortgage Loans by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Seller to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Seller. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage (a) As soon as of practicable after the related Closing Date shall be (but in no event more than 90 days thereafter except to the name of extent delays are caused by the Seller, an Affiliate of the Sellerapplicable recording office), the Purchaser or one or more designees Servicer at its sole expense, shall cause to be properly recorded in each public recording office where such Mortgage Loans are recorded each Assignment of the Purchaser, as the Purchaser shall selectMortgage. Notwithstanding the foregoing, beneficial ownership the Servicer shall not cause to be recorded any Assignment which relates to a Mortgage Loan in a jurisdiction where the Rating Agencies do not require recordation; provided, however, notwithstanding the foregoing, upon the occurrence of certain events set forth in the Trust Agreement, the Master Servicer shall record (or shall cause the Servicer to record) each such assignment of Mortgage as set forth in Section 2.01(c)(1) of the Trust Agreement. Any costs associated with the recording of such Assignments of Mortgage and related Mortgage Note other relevant documents will be borne by the Servicer, provided, however, if the Servicer fails to pay the cost of recording, such expense will be paid by the Trust Fund prior to any distribution to Certificateholders. With respect to any expenses of such recording costs which shall be vested solely in have been paid by the Purchaser or Servicer, the appropriate designee Servicer shall submit to the Seller a reasonably detailed invoice for reimbursement of recording costs it incurred hereunder. The Seller, upon receipt of an invoice, shall reimburse the Servicer within five (5) Business Days. (b) Additionally, the Servicer shall prepare and execute, at the direction of the PurchaserTrustee, as any note endorsements relating to any of the case may be. Mortgage Loans. (c) All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees Trustee (exclusive of the Purchaser; providedServicer’s rights and obligations as owner of the servicing rights), however, that all subject to the Servicer’s right to service and administer the Mortgage Loans hereunder in accordance with the terms of this Agreement. All funds received on or in connection with a Mortgage Loan Loan, other than the Servicing Fee and other compensation to which the Servicer is entitled as set forth herein, including but not limited to in Section 5.01 below, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans Trustee pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer Originator after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Originator in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Originator to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall or shall cause the Originator to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇h▇ ▇etho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requir▇▇ ▇▇▇ purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer Originator may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller or Originator complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and all requirements of the Seller, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not , as required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller. The Seller or the Interim Servicer may be shall retain such documents in the form of microfilm imaged copies on microfilm, microfiche or microficheany other imaging or electronic records retention system so long as such system complies with all of the Seller's or Interim Servicer's requirements relating to the retention and maintenance of such documents. The In the event the Purchaser is required to submit information regarding the location or status of the original of such document for evidentiary purposes in a legal proceeding, the Seller shall cooperate with all reasonable requests of the Purchaser to provide information regarding Seller's ordinary course of business practices with respect to such imaged copies of documents. It is the express intention of the parties that the transactions contemplated by this Agreement and the related Purchase Price and Terms Agreement be, and be construed as, a sale of the Mortgage Loans, and the Servicing Rights by the Seller and not a pledge of the Mortgage Loans or the Servicing Rights by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan and the Servicing Rights shall be reflected as a sale on the Seller's balance sheet business records, tax returns and other financial statements as a sale of assets by the Sellerstatements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and applicable requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇h▇ ▇etho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides, if applicable. To the extent that original documents are not ▇▇▇ ▇ot required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides, if applicable.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer Originator after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Originator in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Originator to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall or shall cause the Originator to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method a▇ ▇▇ ▇h▇ ▇ethod used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for purposes requir▇▇ ▇▇▇ ▇▇▇poses of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer Originator may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller or Originator complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser, which marking may be evidenced by a designation of electronic files or records maintained by the Seller in connection with each Mortgage Loan. In particular, to the Interim Servicer extent required by applicable law, the Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides. The It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇h▇ ▇etho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requir▇▇ ▇▇▇ purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The sale of each Mortgage Loan shall be reflected ▇▇▇▇▇c▇▇▇ on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller; provided, an Affiliate however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the Seller, related Mortgage Loan on the Purchaser or one or more designees records of MERS for purposes of the Purchaser, as the Purchaser shall selectsystem of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and the related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan as provided in Section 2 shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 2 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingIt is the express intention of the parties that the transactions contemplated by this Agreement be, and shall maintainbe construed as, a complete set sale of books and records for each the related Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Loans by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection Seller and not a pledge of such Mortgage Loans by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Seller to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Seller. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. Record title 9.1 LICENSEE shall keep, and shall require its AFFILIATES and SUBLICENSEES to each Mortgage as of the related Closing Date shall be in the name of the Sellerkeep, an Affiliate of the Selleraccurate books and records showing all payments due REGENTS and all LICENSED PRODUCTS manufactured, the Purchaser or one or more designees of the Purchaserused, as the Purchaser shall select. Notwithstanding the foregoingoffered for sale, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaserimported, as the case may be. All rights arising out of the Mortgage Loans includingsold, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to and/or otherwise exploited under the terms of this Agreement. The Interim Servicer Books and records may encompass data maintained on LICENSEE’s accounting and enterprise resource planning systems including, but not limited to production and manufacturing data, general ledger data, and data showing territory of sale, customer name and location, invoice number and date, ship date, part number and/or description, quantity sold, gross sales, deductions taken, and net sales. Books and records shall be responsible preserved for maintainingat least seven (7) years after the date of the payment to which they pertain and will be open to inspection by representatives or agents of REGENTS at reasonable times to determine the completeness and accuracy of those payments and to assess the LICENSEE’s compliance with terms of this Agreement. As necessary and reasonable, LICENSEE shall make its personnel available to interpret documents, understand accounting methodologies employed, and shall maintain, a complete set to run reports from LICENSEE’s accounting and enterprise resource planning systems to permit REGENTS agents and representatives to verify the completeness and accuracy of Licensee’s payments due REGENTS. The agents or representatives of REGENTS may retain one copy of books and records for each Mortgage Loan which supporting their findings until the matters identified during the course of the inspection are resolved. Notwithstanding any other provision of this Agreement or any confidentiality agreement between LICENSEE and agents or representatives of REGENTS, such agents and representatives shall be marked clearly permitted to reflect disclose their findings regarding the ownership completeness and accuracy of each Mortgage Loan LICENSEE’s payments to REGENTS as well as the evidentiary bases therefore. REGENTS right to conduct an inspection shall be preserved for one year following the later of the termination of this Agreement or the LICENSEE’s final report setting forth royalties due in connection with LICENSED PRODUCTS manufactured or in inventory at the expiration or termination of the Agreement. The fees and expenses of representatives of REGENTS performing such an inspection will be borne by REGENTS. If, however, the payments made to REGENTS under this Agreement by the PurchaserLICENSEE are found after REGENTS initiate their inspection to be less than ninety-five percent (95%) of the total payments due to REGENTS under this Agreement for any year, LICENSEE shall bear the cost of the inspection. In particularShould an overpayment by LICENSEE be discovered after REGENTS initiate their inspection, LICENSEE shall be entitled to a credit equal to such excess payment, minus the expenses of such inspection, against the payment obligations next accruing under the Agreement, provided such payments are due and payable. LICENSEE will conduct an independent audit of SALEs and royalties at least every 2 years if annual SALEs of LICENSED PRODUCT are over ($_TBD_). The audit will address, at a minimum, the Interim Servicer shall maintain in its possessionamount of gross SALEs by or on behalf of LICENSEE during the audit period, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesamount of funds owed to REGENTS under this Agreement, and shall deliver whether the amount owed has been paid to REGENTS and is reflected in the Purchaser records of LICENSEE. LICENSEE will submit the auditor’s report promptly to REGENTS upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to completion. LICENSEE will pay for the method used in determining the applicability entire cost of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Selleraudit.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and applicable requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇he metho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides, if applicable. To the extent that original documents are not ▇▇▇ ▇ot required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides, if applicable.

Books and Records. Record title to Maintain records showing for each Mortgage as of the related Closing Date shall be in the name of the SellerShareholder's account, an Affiliate of the Seller, the Purchaser Retirement Plan or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the PurchaserRetirement Account, as the case may be, the following: o Names, address and tax identification number; o Number of Shares held; o Certain historical information regarding the account of each Shareholder, including dividends and distributions distributed in cash or invested in Shares; o Pertinent information regarding the establishment and maintenance of Retirement Plans and Retirement Accounts necessary to properly administer each account; o Information with respect to the source of dividends and distributions allocated among income (taxable and nontaxable income), realized short-term gains and realized long-term gains; o Any stop or restraining order placed against a Shareholder's account; o Information with respect to withholdings on domestic and foreign accounts; o Any instructions from a Shareholder including, all forms furnished by the Fund and executed by a Shareholder with respect to (i) dividend or distribution elections, and (ii) elections with respect to payment options in connection with the redemption of Shares; o Any correspondence relating to the current maintenance of a Shareholder's account; o Certificate numbers and denominations for any Shareholder holding certificates; o Any information required in order for Price Services to perform the calculations contemplated under this Agreement. Price Services shall maintain files and furnish statistical and other information as required under this Agreement and as may be agreed upon from time to time by both parties or required by applicable law. However, Price Services reserves the owner of right to delete, change or add any information to the Mortgage Loans pursuant to files maintained; provided such deletions, changes or additions do not contravene the terms of this Agreement or applicable law and do not materially reduce the level of services described in this Agreement. The Interim Servicer Price Services shall also use its best efforts to obtain additional statistical and other information as each Fund may reasonably request for additional fees as may be agreed to by both parties. Any such records maintained pursuant to Rule 31a-1 under the Investment Company Act of 1940 ("THE ACT") will be preserved for the periods and maintained in a manner prescribed in Rule 31a-2 thereunder. Disposition of such records after such prescribed periods shall be responsible for maintainingas mutually agreed upon by the Fund and Price Services. The retention of such records, and shall maintainwhich may be inspected by the Fund at reasonable times, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect at the ownership expense of each Mortgage Loan the Fund. All records maintained by Price Services in connection with the Purchaser. In particularperformance of its duties under this Agreement will remain the property of the Fund and, in the Interim Servicer shall maintain in its possessionevent of termination of this Agreement, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver will be delivered to the Purchaser upon demandFund as of the date of termination or at such other time as may be mutually agreed upon. All books, evidence of compliance with all federalrecords, state information and local laws, rules and regulations, including but not limited to documentation as data pertaining to the method used in determining the applicability business of the provisions of the National Flood Insurance Act of 1968, as amended, other party which are exchanged or received pursuant to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller negotiation or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.carrying

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of MERS, the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of prudent subprime mortgage lenders making mortgage loans similar to the Mortgage Loans, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by prudent subprime mortgage lenders making mortgage loans similar to the Mortgage Loans. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each the prudent subprime mortgage lenders making mortgage loans similar to the Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerLoans.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the SellerPurchaser, the Purchaser Custodian or one or more designees of the Purchaser, as the Purchaser shall selectdesignate. Notwithstanding the foregoing, beneficial ownership of each Mortgage and the related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan as provided in Section 4 shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 4 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee assignee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingIt is the express intention of the parties that the transactions contemplated by this Agreement be, and shall maintainbe construed as, a complete set sale of books and records for each the Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Loans by the Purchaser. In particular, Seller and not a pledge of the Interim Servicer shall maintain in its possession, available for inspection Mortgage Loans by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Seller to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Seller. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a sale on the Seller's balance sheet business records, tax returns and other financial statements statements. The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Seller shall note transfers of Mortgage Loans. No transfer of a sale Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of assets this Agreement, the Seller shall be under no obligation to deal with any person with respect to this agreement or the Mortgage Loans unless the books and records show such person as the owner of the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell and transfer one or more of the Mortgage Loans, provided, however, that (i) the transferee will not be deemed to be a Purchaser hereunder binding upon the Seller unless such transferee shall agree in writing to be bound by the terms of this Agreement and an original counterpart of the instrument of hereto executed by the transferee shall have been delivered to the Seller. The Purchaser also shall advise the Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and all requirements of the Seller, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not , as required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller. The Seller or the Interim Servicer may be shall retain such documents in the form of microfilm imaged copies on microfilm, microfiche or microficheany other imaging or electronic records retention system so long as such system complies with all of the Seller’s or Interim Servicer’s requirements relating to the retention and maintenance of such documents. The In the event the Purchaser is required to submit information regarding the location or status of the original of such document for evidentiary purposes in a legal proceeding, the Seller shall cooperate with all reasonable requests of the Purchaser to provide information regarding Seller’s ordinary course of business practices with respect to such imaged copies of documents. It is the express intention of the parties that the transactions contemplated by this Agreement and the related Purchase Price and Terms Agreement be, and be construed as, a sale of the Mortgage Loans, and the Servicing Rights by the Seller and not a pledge of the Mortgage Loans or the Servicing Rights by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan and the Servicing Rights shall be reflected as a sale on the Seller's balance sheet ’s business records, tax returns and other financial statements as a sale of assets by the Sellerstatements.

Books and Records. Record title From and after the sale of any Mortgage Loans to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All Owner all rights arising out of the such Mortgage Loans including, Loan including but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that to all funds received on or in connection with a such Mortgage Loan Loan, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, Owner as the case may be, as the owner of the Mortgage Loans pursuant Loans, and subject to the terms following paragraph, the Servicer (or MERS) shall retain record title to the related Mortgages for the sole purpose of this Agreementfacilitating the servicing and the supervision of the servicing of the Mortgage Loans. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the PurchaserOwner. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesOwner, or its designee and shall deliver to the Purchaser Owner upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 4.13. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Selling and Servicing Guide, as amended from time to time. This Agreement continuously, from the time of its execution, shall be an official record of the Servicer and Servicer will maintain a copy of this Agreement and each agreement related hereto in its official books and records. The sale of Servicer shall maintain with respect to each Mortgage Loan and shall be reflected on make available for inspection by any Owner or its designee the Seller's balance sheet related Servicing File during the time the Owner retains ownership of a Mortgage Loan and other financial statements thereafter in accordance with applicable laws and regulations. The Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Servicer shall note transfers of Mortgage Loans. Upon receipt of notice of any transfer of a sale Mortgage Loan, the Servicer shall ▇▇▇▇ its books and records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to Price Services shall maintain records showing for each Mortgage as of the related Closing Date shall be in the name of the SellerShareholder's account, an Affiliate of the Seller529 Plan, the Purchaser Retirement Plan or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the PurchaserRetirement Account, as the case may be, as the owner following: * Names, address and tax identification number; * Number of Shares held; * Certain historical information regarding the account of each Shareholder, including dividends and distributions distributed in cash or invested in Shares; * Pertinent information regarding the establishment and maintenance of Retirement Plans and Retirement Accounts necessary to properly administer each account; * Information with respect to the source of dividends and distributions allocated among income (taxable and nontaxable income), realized short-term gains and realized long-term gains; * Any stop or restraining order placed against a Shareholder's account; * Information with respect to withholdings on domestic and foreign accounts; * Any instructions from a Shareholder including, all forms furnished by the Fund and executed by a Shareholder with respect to (i) dividend or distribution elections, and (ii)elections with respect to payment options in connection with the redemption of Shares; * Any correspondence relating to the current maintenance of a Shareholder's account; * Certificate numbers and denominations for any Shareholder holding certificates; * Any information required in order for Price Services to perform the calculations contemplated under this Agreement; and * Any other records required under applicable law including Rules 17Ad-6 and 7 under the '34 Act and Rule 31a-1 of the Mortgage Loans pursuant '40 Act. Price Services shall maintain files and furnish statistical and other information as required under this Agreement and as may be agreed upon from time to time by both parties or required by applicable law. However, Price Services reserves the right to delete, change or add any information to the files maintained; provided such deletions, changes or additions do not contravene the terms of this Agreement or applicable law and do not materially reduce the level of ervices described in this Agreement. The Interim Servicer Any such records maintained pursuant to Rule 31a-1 under the '40 Act and 17AD-6 and 7 under the '34 Act will be preserved for the periods and maintained in a manner prescribed under the Rules, including any requirements relating to electronic storage of records. Disposition of such records after such prescribed periods shall be responsible for maintainingas mutually agreed upon by the Fund and Price Services. The retention of such records, which may be inspected by the Fund at reasonable times, shall be at the expense of the Fund. All records maintained by Price Services in connection with the performance of its duties under this Agreement will remain the property of the Fund and, in the event of termination of this Agreement, will be delivered to the Fund as of the date of termination or at such other time as may be mutually agreed upon. All books, records, information and data pertaining to the business of the other party which are exchanged or received pursuant to the negotiation or the carrying out of this Agreement shall remain confidential, and shall maintainnot be voluntarily disclosed to any other person, a complete set of books except after prior notification to and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan approval by the Purchaser. In particularother party hereto, which approval shall not be unreasonably withheld and may not be withheld where Price Services or the Interim Servicer shall maintain in its possession, available Fund may be exposed to civil or criminal contempt proceedings for inspection failure to comply; when requested to divulge such information by duly constituted governmental authorities; or after so requested by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerparty hereto.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization of Liquidation Proceeds or Insurance Proceedsthis Agreement, documents maintained by the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Interim Servicer may be in Mortgage Loans unless the form books and records show such person as the owner of microfilm or microfichethe Mortgage Loan. The sale Purchaser may, subject to the terms of each this Agreement, sell or transfer one or more of the Mortgage Loan Loans. The Purchaser also shall be reflected on advise the Seller's balance sheet Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and other financial statements as a sale records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to documenta▇▇▇▇ ▇s ▇▇ the method ▇▇▇▇▇▇ used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required ▇▇▇▇▇▇ed for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of th▇ ▇▇▇▇i▇▇ that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record Notwithstanding the sale of a Mortgage Loan Package to the Owner, record title to each Mortgage as of and the related Closing Date Mortgage Note in such Mortgage Loan Package shall be continue in the name of the Seller, an Affiliate Company and be retained by the Company in trust for the Owner for the sole purpose of facilitating the servicing and the supervision of the Seller, the Purchaser or one or more designees servicing of the PurchaserMortgage Loans; provided however, as that the Purchaser shall select. Notwithstanding Company agrees to cooperate with the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely Initial Owner in the Purchaser or event the appropriate designee Initial Owner requests recordation of the Purchaser, Assignments of Mortgage in connection with a reconstitution of this Agreement as contemplated under Article XII. It being further understood that this Assignment of Mortgage may necessitate putting the case may beAssignments in the name of the Trust or some other third party. All rights arising out of the Mortgage Loans included in each Mortgage Loan Package including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Company in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, Owner as the owner of the Mortgage Loans Loans, subject to subsequent deduction of amounts to which the Company is entitled pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Company’s balance sheet and other financial statements as a sale of assets by the Company. After the Closing Date, the Company agrees to cooperate with the Owner or any parties to a reconstitution of the Mortgage Loans on one or more occasions as more fully set forth in Article XII, at the Owner’s or such other party’s expense, in providing such reasonable documentation or confirmation, as may be reasonably requested by the Owner or such parties to a reconstitution. The Company shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be clearly marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerOwner.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of relevant Mortgage Loan originator or the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan Loan, other than as provided in this Agreement, shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each the Mortgage Loan Loans which shall be marked appropriately identified in the Servicer’s computer system to clearly to reflect the ownership of each the Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, or its designee and shall deliver to the Purchaser upon demandwritten request, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of FNMA or FHLMC, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by FNMA and periodic inspection reportsreports as required by Subsection 11.13. To the extent that original documents are not required to be maintained under applicable law or not otherwise required for purposes of realization of Liquidation Proceeds or Other Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as such means comply with the requirements of the FNMA Guidelines, as amended from time to time. The sale of Servicer shall maintain with respect to each Mortgage Loan and shall make available for inspection by any Purchaser or its designee the related Servicing File during the time the Purchaser retains ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations. The Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Servicer shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of this Agreement, the Servicer shall be reflected on under no obligation to deal with any person with respect to this Agreement or the Seller's balance sheet Mortgage Loans unless the books and other financial statements records show such person as the owner of the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell and transfer one or more of the Mortgage Loans, provided, however, that the transferee will not be deemed to be a sale of assets Purchaser hereunder binding upon the Servicer unless such transferee shall agree in writing to be bound by the Sellerterms of this Agreement and an original counterpart of the instrument of transfer and an Assignment, Assumption and Recognition Agreement substantially in the form of Exhibit 12 hereto executed by the transferee shall have been delivered to the Servicer by the transferee. The Purchaser also shall advise the Servicer of the transfer. Upon receipt of notice of the transfer, the Servicer shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to Maintain records showing for each Mortgage as of the related Closing Date shall be in the name of the SellerShareholder's account, an Affiliate of the Seller, the Purchaser Retirement Plan or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the PurchaserRetirement Account, as the case may be, the following: /2/ Names, address and tax identification number; /2/ Number of Shares held; /2/ Certain historical information regarding the account of each Shareholder, including dividends and distributions distributed in cash or invested in Shares; /2/ Pertinent information regarding the establishment and maintenance of Retirement Plans and Retirement Accounts necessary to properly administer each account; /2/ Information with respect to the source of dividends and distributions allocated among income (taxable and nontaxable income), realized short-term gains and realized long-term gains; /2/ Any stop or restraining order placed against a Shareholder's account; /2/ Information with respect to withholdings on domestic and foreign accounts; /2/ Any instructions from a Shareholder including, all forms furnished by the Fund and executed by a Shareholder with respect to (i) dividend or distribution elections, and (ii) elections with respect to payment options in connection with the redemption of Shares; /2/ Any correspondence relating to the current maintenance of a Shareholder's account; /2/ Certificate numbers and denominations for any Shareholder holding certificates; /2/ Any information required in order for Price Services to perform the calculations contemplated under this Agreement. Price Services shall maintain files and furnish statistical and other information as required under this Agreement and as may be agreed upon from time to time by both parties or required by applicable law. However, Price Services reserves the owner of right to delete, change or add any information to the Mortgage Loans pursuant to files maintained; provided such deletions, changes or additions do not contravene the terms of this Agreement or applicable law and do not materially reduce the level of services described in this Agreement. The Interim Servicer Price Services shall also use its best efforts to obtain additional statistical and other information as each Fund may reasonably request for additional fees as may be agreed to by both parties. Any such records maintained pursuant to Rule 31a-1 under the Investment Company Act of 1940 ("THE ACT") will be preserved for the periods and maintained in a manner prescribed in Rule 31a-2 thereunder. Disposition of such records after such prescribed periods shall be responsible for maintainingas mutually agreed upon by the Fund and Price Services. The retention of such records, and shall maintainwhich may be inspected by the Fund at reasonable times, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect at the ownership expense of each Mortgage Loan the Fund. All records maintained by Price Services in connection with the Purchaser. In particularperformance of its duties under this Agreement will remain the property of the Fund and, in the Interim Servicer shall maintain in its possessionevent of termination of this Agreement, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver will be delivered to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation Fund as to the method used in determining the applicability of the provisions date of the National Flood Insurance Act of 1968, termination or at such other time as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellermutually agreed upon.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇h▇ ▇etho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requir▇▇ ▇▇▇ purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title (a) All records, books and files established and maintained by any Service Provider by reason of its respective performance of services under this Agreement, which absent this Agreement would have been held by a Service Recipient, shall be deemed to each Mortgage as be and shall remain the property of such Service Recipient and shall be maintained in accordance with applicable law and regulation applicable to such Service Provider, unless such Service Recipient notifies the Service Provider in writing that such records must be maintained in a particular manner, which the Service Provider shall use commercially reasonable efforts to do at the expense of the related Closing Date shall Service Recipient. Such records shall, upon reasonable request of Service Recipient, be in available, during normal business hours, for inspection by such Service Recipient, anyone authorized by such Service Recipient, and any governmental agency that has regulatory authority over a Service Recipient’s business activities. Copies of such records, books and files shall, at such Service Recipient’s expense, be delivered to a Service Recipient promptly on written demand. Copies of all such records, books and files shall, at the name of applicable Service Recipient’s expense, be promptly transferred to the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received applicable Service Recipient by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms applicable Service Provider upon termination of this Agreement. The Interim Servicer . (b) All Service Providers and Service Recipients shall be responsible for maintainingmaintain their own books, accounts and records in such a way as to disclose clearly and accurately the nature and detail of the transactions between them, including such accounting information as is necessary to support the reasonableness of charges under this Agreement, and shall maintain, such additional information as a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required Service Recipient may reasonably request for purposes of realization its internal book-keeping and accounting operations. Each Service Provider shall keep such books, records and accounts insofar as they pertain to the computation of Liquidation Proceeds charges hereunder available for audit, inspection and copying by a Service Recipient and persons authorized by a Service Recipient or Insurance Proceedsany governmental agency having jurisdiction over a Service Recipient upon reasonable request during all reasonable business hours. Service Provider shall maintain back-up records, documents maintained by the Seller or the Interim Servicer may which will be made available to Service Provider as requested in the form event of microfilm a disaster. AES is part of the larger Athene business continuity and disaster recovery plan which includes a disaster recovery site. (c) Each Service Recipient and persons authorized by it or microficheany governmental agency having jurisdiction over a Service Recipient shall have the right, at a Service Recipient’s expense, to conduct an audit of the relevant books, records and accounts of a Service Provider upon giving reasonable notice of its intent to conduct such an audit. The sale In the event of each Mortgage Loan such audit, the Service Provider shall give to the party requesting the audit reasonable cooperation and access to all books, records and accounts necessary to audit during normal business hours. (d) All Service Providers shall maintain back-up records, which will be reflected on available to Service Recipients in the Seller's balance sheet and other financial statements as event of a sale of assets by the Sellerdisaster.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of MERS, the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method a▇ ▇▇ ▇h▇ ▇ethod used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for purposes requir▇▇ ▇▇▇ ▇▇▇poses of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date Date, net of any funds due the Seller, on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Servicing Agreement and ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller▇▇▇▇▇▇ ▇▇▇ Guides.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate Company in trust for the benefit of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall selectdesignate, solely for the purpose of facilitating the interim servicing of the Mortgage Loans as described herein. Upon Purchaser's request, the Company shall transfer, or cause to be transferred, record title to each Mortgage and the related Mortgage Note to the Purchaser. Notwithstanding the foregoing, beneficial ownership of each Mortgage and Mortgage, the related Mortgage Note and the related Servicing Rights shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or Company to which Purchaser is entitled as provided in connection with a Mortgage Loan Section 4 shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Company in trust for the benefit of the Purchaser or the appropriate designee assignee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingIt is the express intention of the parties that the transactions contemplated by this Agreement and the related Term Sheet be, and shall maintainbe construed as, a complete set sale of books the Mortgage Loans, and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Servicing Rights by the Purchaser. In particular, Company and not a pledge of the Interim Servicer shall maintain in its possession, available for inspection Mortgage Loans or the Servicing Rights by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Company to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Company. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan and the Servicing Rights shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by on the SellerCompany's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its their possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of prudent mortgage lenders who originate mortgage loans similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, Property and documentation evidencing insurance coverage and periodic inspection reportscoverage. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides or prudent mortgage lenders who originate mortgage loans similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located. The sale of each Mortgage Loan shall be reflected on the Seller's ’s balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides. The It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall may be in the name of MERS, the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall selectSeller. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of MERS, the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller (or the Interim Servicer its subservicer) after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller (or the Interim Servicer its subservicer) in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller (or its subservicer) shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller (or its subservicer) shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, in accordance with Accepted Servicing Practices, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, in accordance with Accepted Servicing Practices,. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller, in accordance with Accepted Servicing Practices.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization this Agreement, the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Mortgage Loans unless the books and records show such person as the owner of Liquidation Proceeds the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell or Insurance Proceedstransfer one or more of the Mortgage Loans, documents maintained provided, however, that the transferee will not be deemed to be a Purchaser hereunder binding upon the Seller unless such transferee shall agree in writing to be bound by the Seller or terms of this Agreement and an original counterpart of the Interim Servicer may be in instrument of transfer and an assignment and assumption of this Agreement executed by the form of microfilm or microfichetransferee shall have been delivered to the Seller. The sale Purchaser also shall advise the Seller of each the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loan Loans of such assignee, and shall be reflected on release the Seller's balance sheet and other financial statements as a sale of assets by previous Purchaser from its obligations hereunder with respect to the SellerMortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as documen▇▇▇▇▇▇ ▇▇ to the method t▇▇ ▇▇▇▇od used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required no▇ ▇▇▇▇ired for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of ▇▇▇ ▇▇r▇▇▇s that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser, which marking may be evidenced by a designation of electronic files or records maintained by the Seller in connection with each Mortgage Loan. In particular, to the Interim Servicer extent required by applicable law, the Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇he metho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requir▇▇ ▇▇▇ purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to (a) To the extent provided in the Servicing Agreements: The contents of each Mortgage as Servicing File are and shall be held in trust by the related Servicer for the benefit of the Trustee on behalf of the Certificateholders. The related Closing Date Servicer shall take all necessary steps to ensure that the documents required to be included in the name Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the related Servicer is at the will of the Seller, an Affiliate Trustee for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Seller is in a custodial capacity only. Each Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Trustee, unless such release is required as incidental to the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out 's servicing of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan Loan. (b) To the extent provided in the Servicing Agreements: All original documents relating to the Mortgage Loans that are not delivered to the Custodian, to the extent delivered to the related Servicer, are and shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim such Servicer in trust for the benefit of the Purchaser or the appropriate designee Trustee on behalf of the Purchaser, as Certificateholders. In the case may be, as the owner of the Mortgage Loans event that any such original document is required pursuant to the terms of this Agreement. The Interim Servicer Section to be a part of a Mortgage File, such document shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver delivered promptly to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability Custodian on behalf of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. Trustee. (c) To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be provided in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet Servicing Agreements: Upon and other financial statements as after a sale of assets Mortgage Loans to the Trustee for the benefit of the Certificateholders, all proceeds arising out of the Mortgage Loans, as provided in Section 2.01(a) shall be received and held by the Sellerrelated Servicer in trust for the benefit of the Trustee on behalf of the Certificateholders. (d) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Trustee, any Servicer or the Certificateholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to documentat▇▇▇ ▇▇ ▇▇ the method ▇▇▇▇▇▇ used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required r▇▇▇▇▇▇d for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of the ▇▇▇▇▇e▇ ▇hat the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as (a) All records, books and files established and maintained by any Service Provider by reason of the related Closing Date its respective performance of services under this Agreement, which absent this Agreement would have been held by a Service Recipient, shall be in deemed the name property of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage such Service Recipient and related Mortgage Note shall be vested solely maintained in the Purchaser or the appropriate designee accordance with applicable law and regulation. Such records shall be available, during normal business hours, for inspection by a Service Recipient, anyone authorized by a Service Recipient, and any governmental agency that has regulatory authority over a Service Recipient’s business activities. Copies of the Purchasersuch records, as the case may bebooks and files shall be delivered to a Service Recipient on demand. All rights arising out of the Mortgage Loans includingsuch records, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan books and files shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with promptly transferred to a Mortgage Loan shall be received and held Service Recipient by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms a Service Provider upon termination of this Agreement. The Interim Servicer . (b) All Service Providers and Service Recipients shall be responsible for maintainingmaintain their own books, accounts and records in such a way as to disclose clearly and accurately the nature and detail of the transactions between them, including such accounting information as is necessary to support the reasonableness of charges under this Agreement, and shall maintain, such additional information as a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required Service Recipient may reasonably request for purposes of realization its internal book-keeping and accounting operations. Each Service Provider shall keep such books, records and accounts insofar as they pertain to the computation of Liquidation Proceeds charges hereunder available for audit, inspection and copying by a Service Recipient and persons authorized by a Service Recipient or Insurance Proceedsany governmental agency having jurisdiction over a Service Recipient during all reasonable business hours. (c) Each Service Recipient and persons authorized by it or any governmental agency having jurisdiction over a Service Recipient shall have the right, documents maintained by at a Service Recipient’s expense, to conduct an audit of the Seller or relevant books, records and accounts of a Service Provider upon giving reasonable notice of its intent to conduct such an audit. In the Interim Servicer may event of such audit, the Service Provider shall give to the party requesting the audit reasonable cooperation and access to all books, records and accounts necessary to audit during normal business hours. (d) All Service Providers shall maintain back-up records, which will be available to Service Recipients in the form event of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerdisaster.

Books and Records. Record title (a) The Trust shall deliver or cause to each Mortgage as be delivered over to FFC (i) an accurate list of Shareholders of the related Closing Date shall be in the name Trust, showing each Shareholder's address of record, number of Shares owned and whether such Shares are represented by outstanding Share Certificates or by non-certificated Share accounts and (ii) all Shareholder records, files, and other materials necessary or appropriate for proper performance of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, functions assumed by FFC under this Agreement (collectively referred to as the Purchaser "Materials"). The Trust shall select. Notwithstanding the foregoingindemnify and hold harmless FFC from and against any and all losses, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser claims, damages, liabilities or the appropriate designee of the Purchaser, as the case may be. All rights expenses arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested any error, omission, inaccuracy or other deficiency of the Materials, or out of the failure of the Trust to provide any portion of the Materials or to provide any information in the Purchaser Trust's possession needed by FFC to knowledgeably perform its functions. (b) FFC shall prepare and maintain or one or more designees of cause to be prepared and maintained records in such form for such periods and in such locations as may be required by applicable regulations, all documents and records relating to the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall services provided to the Trust pursuant to this Agreement required to be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans maintained pursuant to the terms Act, rules and regulations of this Agreementthe Securities and Exchange Commission, the Internal Revenue Service and any other national, state or local government entity with jurisdiction over the Trust. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan pertaining to the Trust which are in possession of FFC shall be marked clearly the property of the Trust. The Trust, or the Trust's authorized representatives, shall have access to reflect such books and records at all times during FFC's normal business hours. Upon the ownership reasonable request of each Mortgage Loan by the PurchaserTrust, copies of any such books and records shall be provided promptly to the Trust or the Trust's authorized representatives. In particularthe event the Trust designates a successor to any of FFC's obligations hereunder, FFC shall, in good faith and at the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser expense and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability direction of the provisions of the National Flood Insurance Act of 1968Trust, as amendedtransfer to such successor all relevant books, to the Mortgaged Property, documentation evidencing insurance coverage records and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds other data established or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFFC under this Agreement.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the F▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller complies with the requirements of the F▇▇▇▇▇ M▇▇ Guides. The It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the SellerSellers, an Affiliate of the SellerSellers, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer Sellers after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Sellers in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim sale of each Mortgage Loan shall be reflected on the related Seller's balance sheet and other financial statements as a sale of assets by such Seller. The Sellers shall or shall cause the Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser, which marking may be evidenced by a designation of electronic files or records maintained by the Sellers in connection with each Mortgage Loan. In particular, to the Interim extent required by applicable law, the Sellers shall or shall cause the Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Related Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization this Agreement, the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Mortgage Loans unless the books and records show such person as the owner of Liquidation Proceeds the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell or Insurance Proceedstransfer one or more of the Mortgage Loans, documents maintained provided, however, that the transferee will not be deemed to be a Purchaser hereunder binding upon the Seller unless such transferee shall agree in writing to be bound by the Seller or terms of this Agreement and an original counterpart of the Interim Servicer may be in instrument of transfer and an assignment and assumption of this Agreement executed by the form of microfilm or microfichetransferee shall have been delivered to the Seller. The sale Purchaser also shall advise the Seller of each the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loan Loans of such assignee, and shall be reflected on release the Seller's balance sheet and other financial statements as a sale of assets by previous Purchaser from its obligations hereunder with respect to the SellerMortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Seller shall be or shall cause the Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Seller shall or shall cause the Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides. The sale of each Mortgage Loan shall be reflected on the Seller's ’s balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as docume▇▇▇▇▇▇n ▇▇ to the method ▇▇▇ ▇▇▇hod used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required n▇▇ ▇▇▇uired for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of ▇▇▇ ▇a▇▇▇es that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related applicable Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may bedesignate. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser (other than scheduled payments due on or one or more designees of before the Purchaserrelated Cut-Off Date and collected after the related Cut-Off Date, which shall belong to Seller); provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to for the terms sole purpose of this Agreementfacilitating the servicing and the supervision of the servicing of the Mortgage Loans. The Interim Servicer Seller shall maintain with respect to each Mortgage Loan and shall make available for inspection by the Purchaser or its designee the related Servicing File during the time the Purchaser retains ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations. The sale of each Mortgage Loan shall be reflected on the Seller’s balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, or its designee and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reportseligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds, Condemnation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Seller complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides, as amended from time to time. The sale Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Seller shall note transfers of each Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of this Agreement, the Seller shall be reflected on under no obligation to deal with any person with respect to this agreement or the Seller's balance sheet Mortgage Loans unless the books and other financial statements records show such person as a sale the owner of assets by the SellerMortgage Loan. The Purchaser may, subject to the terms of this Agreement, sell and transfer one or more of the Mortgage Loans. The Purchaser also shall advise the Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Related Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged PropertyProperty or Cooperative Unit, as applicable, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization of Liquidation Proceeds or Insurance Proceedsthis Agreement, documents maintained by the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Interim Servicer may be in Mortgage Loans unless the form books and records show such person as the owner of microfilm or microfichethe Mortgage Loan. The sale Purchaser may, subject to the terms of each this Agreement, sell or transfer one or more of the Mortgage Loan Loans. The Purchaser also shall be reflected on advise the Seller's balance sheet Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and other financial statements as a sale records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used ▇▇ ▇▇ t▇▇ meth▇▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requi▇▇▇ ▇▇r purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The sale of each Mortgage Loan shall be reflected b▇ ▇▇▇▇e▇▇▇d on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method a▇ ▇▇ ▇h▇ ▇ethod used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for purposes requir▇▇ ▇▇▇ ▇▇▇poses of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The sale of each Mortgage Loan shall be reflected ▇▇▇▇▇c▇▇▇ on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date Date, net of any funds due the Seller, on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as documen▇▇▇▇▇▇ ▇▇ to the method t▇▇ ▇▇▇▇od used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Servicing Agreement and Fannie Mae Guides. To the extent that original documents are not required no▇ ▇▇▇▇ired for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method document▇▇▇▇▇ a▇ ▇o th▇ ▇▇▇▇▇d used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required ▇▇▇▇▇red for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of t▇▇ ▇▇▇t▇▇▇ that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title (a) On the Closing Date, Seller shall deliver to each Mortgage Purchaser all files, documents and records in Seller’s possession that pertain to the Transferred Assets and Transferred Liabilities and are utilized by Seller to administer, monitor, evidence or record information respecting the business or conduct of the Branch Banking Operations, including all such files, documents and records maintained on electronic or magnetic media in the electronic data base system of Seller that are reasonably accessible on a branch-by-branch basis, and, to the extent permitted by law, including copies of all personnel files relating to the Hired Employees and, to the extent permitted by law, including all look back records related to the Assumed Deposits and Purchased Loans, all records related to Bank Secrecy Act and anti-money laundering monitoring and records relating to the Bank Secrecy Act and anti-money laundering tool, Yellow Hammer, and its related records. If any personnel file, or portion thereof, relating to any such employee is not permitted by law to be transferred pursuant to the immediately preceding sentence, Seller shall promptly advise Purchaser of such prohibition and, notwithstanding anything to the contrary set forth herein, if any Hired Employee executes a waiver mutually reasonably satisfactory to Seller and Purchaser authorizing such delivery, Seller shall promptly provide copies of the entire personnel file applicable to such employee. Following the Closing Date, Seller shall preserve and safely keep all files not transferred to Purchaser related to the Transferred Assets and Transferred Liabilities for as long as may be required by applicable law. Following Closing, upon receipt of a written request from Purchaser, Seller shall provide research and account history services related to any such records for the Purchaser and shall provide to Purchaser an account history on tape with respect to any Assumed Deposits, Transferred Assets, and Transferred Liabilities. At Purchaser’s expense, Seller shall promptly provide such copies of such files, documents and records relating to the Transferred Assets and Transferred Liabilities in its possession as Purchaser shall reasonably request. Purchaser agrees, at Seller’s expense, to return to Seller all files, documents and records contained on any Leased Premises that, to Purchaser’s knowledge, do not relate to the Transferred Assets and Transferred Liabilities. (b) As to any file, document, or record, as of the related Closing Date shall be in the name time of the transfer and until any return thereof to Seller, an Affiliate of Purchaser shall become responsible for maintaining such file, document or record transferred to it pursuant hereto. Purchaser will preserve and hold such files, documents and records in safekeeping as required by applicable law and in accordance with Purchaser’s customary practices. (c) After the Effective Time, Purchaser will permit Seller and its representatives, at reasonable times and upon reasonable written notice, at Seller’s sole cost and expense except as set forth in Section 2.6(d), the Purchaser to examine, inspect, copy and reproduce any such files, documents or one or more designees of the records, and to access any Employees that may then be employed by Purchaser, as to the Purchaser shall select. Notwithstanding the foregoingextent reasonably required in connection with any third party claim, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser action, litigation or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the other proceeding involving Seller or the Interim Servicer after the related Cut-off Date on its Affiliates or in connection with a Mortgage Loan shall be vested any legal obligation owed by Seller or its Affiliates to any present or former depositor or other customer or any Governmental Authority, including for purposes of preparing regulatory reports and returns and Tax Returns. After the Effective Time, Seller will permit Purchaser and its representatives, at reasonable times and upon reasonable notice, at Purchaser’s sole cost and expense except as set forth in Section 2.6(d), to examine, inspect, copy and reproduce files, documents or records retained by Seller or its Affiliates regarding the Transferred Assets and Transferred Liabilities to the extent reasonably required in connection with any third party claim, action, litigation or other proceeding involving Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on its Affiliates or in connection with a Mortgage Loan shall be received and held any legal obligation owed by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant its Affiliates to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulationsany present or former depositor or other customer or any Governmental Authority, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization preparing regulatory reports and returns and Tax Returns. (d) For a period of Liquidation Proceeds or Insurance Proceedssix (6) months after the Effective Time, documents maintained by the Seller or the Interim Servicer party providing copies of records hereunder shall do so without charge, and thereafter it may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellercharge its customary rate for providing such copies.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested held by Seller in trust for the benefit of Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans. The sale of each Mortgage Loan shall be reflected on Seller's balance sheet and other financial statements as a sale of assets by Seller and not a pledge of the Mortgage Loans pursuant by the Seller to the terms Purchaser to secure a debt or other obligation of this Agreementthe Seller. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be clearly marked clearly to reflect the ownership of each Mortgage Loan by the PurchaserPurchaser in Seller’s computer system. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, or its designee and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of F▇▇▇▇▇ Mae or F▇▇▇▇▇▇ Mac, as applicable, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by Seller and periodic inspection reportsreports as required by Section 10.17. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Seller complies with the requirements of the F▇▇▇▇▇ Mae Guides. The sale of each Seller shall, with respect to any Mortgage Loan not registered with the MERS System, at the option of the Purchaser, prepare and deliver to Purchaser an original Assignment of Mortgage in blank. For one transfer only, the Seller shall bear the cost and expense related to (i) providing all Assignments of Mortgages in blank and (ii) recording fees and fees for title policy endorsements and any additional transfers shall be reflected on at the Purchaser’s expense. In connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at the Seller's balance sheet ’s expense, the MERS System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) by including in such computer files the information required by the MERS System to identify the Purchaser (such information to be provided to the Seller from the Purchaser) and the series in which such Mortgage Loans were sold. The Seller further agrees that it will not alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. In addition to the foregoing, the Seller shall provide, at Purchaser’s expense, to any supervisory agents or examiners that regulate the Purchaser, including but not limited to, OCC, OTS, FDIC and other financial statements as a sale of assets similar entities or such supervisory agents or examiners, access, during normal business hours, upon reasonable advance notice to the Seller and to any documentation regarding the Mortgage Loans that may be required by the Sellerany applicable regulator.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all applicable federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents as would be customarily maintained by prudent sellers and servicers of Mortgage Loans similar to the Seller or the Interim Servicer may be Mortgage Loans in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerrespective jurisdictions.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or -17- the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides. The It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. The Servicer shall perform any initial endorsements of the Mortgage Notes and shall prepare or cause to be prepared and record or cause to be recorded any initial Assignments of Mortgage (A) with respect to each MERS Eligible Mortgage Loan, in the name of MERS (or such party shall ascertain that such assignment has previously been so recorded) or (B) with respect to each non-MERS Mortgage Loan, in the name as the Owner shall designate (other than the Servicer), unless instructions to the contrary are delivered to the Servicer. The Servicer shall pay all necessary fees associated with the preparation and recording of the initial Assignments of Mortgage. With respect to any non-MERS Mortgage Loan and subsequent endorsements of the Mortgage Notes and/or subsequent Assignments of Mortgage, either (A) the Owner or the Owner's designee or (B) the Servicer, for an Assignment Fee paid by the Owner, shall (1) prepare or cause to be prepared all such subsequent Assignments of Mortgage and/or (2) track such subsequent Assignments of Mortgage to ensure they have been recorded. The Owner shall pay all necessary fees associated with the subsequent endorsements of the Mortgage Notes and the preparation and recording of the subsequent Assignments of Mortgage. Record title to each MERS Mortgage as of and the related Closing Date Mortgage Note shall be vest in MERS (solely as nominee for the name Owner and the Owner's successors and assigns) and the successors and assigns of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall selectMERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note the Servicer shall be vested solely cooperate with the Owner in the Purchaser or the appropriate designee Owner's preparation and recording of the Purchaser, as the case may beany and all Assignments of Mortgage. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, Owner as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser Seller or one or more designees of the Purchaser, as the Purchaser shall selectMERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested beneficially possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and applicable requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by Accepted Servicing Practices. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on microfiche so long as the Seller's balance sheet and other financial statements as a sale of assets by Seller or the SellerInterim Servicer complies with Accepted Servicing Practices.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of relevant Mortgage Loan originator or the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan Loan, other than as provided in this Agreement, shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall maintain with respect to each Mortgage Loan and shall make available for inspection by any Purchaser or its designee the related Servicing File during the time the Purchaser retains ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations. The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Seller shall note transfers of Mortgage Loans. No transfer of the Purchaser’s rights under this Agreement may be made unless such transfer is in compliance with the terms hereof. For the purposes of this Agreement, the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Mortgage Loans unless the books and records show such person as the owner of the Mortgage Loan. The Purchaser may, subject to the terms of this Agreement, assign its rights under this Agreement with respect to one or more of the Mortgage Loans. Upon receipt of notice of the transfer, the Seller shall ▇▇▇▇ its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title The Collateral Agent and the Secured Parties and their agents and representatives shall at all times have full and free access during normal business hours to each Mortgage as all the computer tapes, books, correspondence and records of the related Closing Date Debtor insofar as they relate to the Receivables, and the Collateral Agent and its agents and representatives and the Surety Bond Provider may examine the same, take extracts therefrom and make photocopies thereof, and the Debtor agrees to render to the Collateral Agent and the Surety Bond Provider or its agents and representatives, at the Debtor's cost and expense, such clerical and other assistance as may be reasonably requested with regard thereto. The Debtor hereby assigns to the Collateral Agent and its agents and representatives and the Surety Bond Provider all rights the Debtor has or shall be have to examine computer tapes, books, correspondence and records relating to Receivables serviced by the Servicer or any successor servicer thereto. Each of the Collateral Agent and the Surety Bond Provider acknowledges that in exercising the rights and privileges conferred in this Section 3.2(g) it, or its agents and representatives, may from time to time obtain knowledge of information and practices set forth in such computer tapes, books, correspondence and records (whether in the name possession of the SellerDebtor or the Servicer) of a confidential nature and in which the Debtor has a proprietary interest. The Collateral Agent and the Secured Parties agree that all such information, an Affiliate practices, books, correspondence and records are to be regarded as confidential information and that (i) it shall retain in strict confidence and shall use its best efforts to ensure that its representatives retain in strict confidence and will not disclose without the prior written consent of the SellerDebtor any or all of such information, practices, books, correspondence and records furnished to them and (ii) it will not, and will use its best efforts to ensure that its agents and representatives will not, make any use whatsoever (other than for the purposes contemplated by this Agreement) of any of such information, practices, computer tapes, books, correspondence and records without the prior written consent of the Debtor, unless such information (i) is generally available to the public, (ii) is required by law to be disclosed or is requested by any Governmental Authority having authority over the Surety Bond Provider, the Purchaser Company, any Liquidity Provider or one Credit Support Provider or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser (iii) is requested by Moody's or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or S&P in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees their rating of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller Related Commer▇▇▇▇ ▇▇per or the Interim Servicer in trust for the benefit implied rating of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerfacility.

Books and Records. Record title to (a) The contents of each Mortgage as Servicing File are and shall be held in trust by the Servicer for the benefit of the related Closing Date Issuing Entity as the owner thereof, subject to the lien of the Indenture. The Servicer shall take all necessary steps to ensure that the documents required to be included in the name Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the Servicer is at the will of the Seller, an Affiliate Indenture Trustee for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Seller is in a custodial capacity only. The Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Indenture Trustee, unless such release is required as incidental to any Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out 's servicing of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan Loan. (b) All original documents relating to the Mortgage Loans that are not delivered to the Custodian, to the extent delivered to the Servicer, are and shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or Indenture Trustee. In the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans event that any such original document is required pursuant to the terms of this Agreement. The Interim Servicer Section to be a part of a Mortgage File, such document shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver delivered promptly to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability Custodian on behalf of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage Indenture Trustee. (c) Upon and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as after a sale of assets Mortgage Loans to the Issuing Entity, all proceeds arising out of the Mortgage Loans, as provided in Section 2.1(b), shall be received and held by the SellerServicer in trust for the benefit of the Issuing Entity as owner of the Mortgage Loans, subject to the lien of the Indenture. (d) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Indenture Trustee or the Noteholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

Books and Records. Record title Each of Holdings and the Borrower agrees to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingmaintain, and shall to cause each of their respective Subsidiaries to maintain, a complete set of books and records pertaining to the Collateral in such detail, form and scope as is consistent with good business practice, and agrees that such books and records will reflect the Lenders’ interest in its Accounts. Holdings and the Borrower agree that the Collateral Agent or its agents may enter upon the premises of Holdings, the Borrower or any of their respective Subsidiaries at any time and from time to time, during normal business hours and upon reasonable notice under the circumstances, and at any time at all upon the occurrence and during the continuance of an Event of Default, for each Mortgage Loan which the purposes of (i) inspecting the Collateral, (ii) inspecting and/or copying (at the Borrower’s expense) any and all records pertaining thereto, (iii) discussing the affairs, finances and business of Holdings or the Borrower or any of their respective Subsidiaries with any officers, employees and directors of Holdings or the Borrower or with Auditors (it being understood that Holdings or the Borrower shall be marked clearly entitled to reflect have a representative present at any such discussions) and (iv) verifying Eligible Accounts Receivable and/or Eligible Rental Equipment. The Borrower shall give the ownership Collateral Agent fifteen days prior written notice of each Mortgage Loan any change in the location of any facility owned or leased by Holdings or the Borrower or any of their respective Subsidiaries where Collateral is located or in the location of its chief executive office or place of business from the locations specified in Schedule VI, and to execute in advance of such change, cause to be filed and/or delivered to the Collateral Agent any financing statements, Collateral Access Agreements or other documents required by the Purchaser. In particularAdministrative Agent, the Interim Servicer shall maintain all in its possession, available for inspection by the Purchaser form and in accordance with Accepted Servicing Practices, and shall deliver substance reasonably satisfactory to the Purchaser upon demandAdministrative Agent. The Borrower agrees to advise the Administrative Agent promptly, evidence in sufficient detail, of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as any substantial change relating to the method used in determining the applicability type, quantity or quality of more than 10% (measured by net book value) of the provisions Collateral, or any event (other than a change in price) which could have a material adverse effect on the value of more than 10% (measured by net book value) of the National Flood Insurance Act of 1968, as amended, Collateral or on the security interests granted to the Mortgaged PropertyCollateral Agent, documentation evidencing insurance coverage and periodic inspection reports. To on behalf of the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerLenders therein.

Books and Records. Record title (a) In connection with the transfer, assignment, set-over and conveyance set forth in Section 2.01 or Section 2.02, MCC agrees to each Mortgage record and file, at its own expense, any financing statements (and continuation statements with respect to such financing statements when applicable) required to be filed with respect to the Receivables sold or to be sold by MCC hereunder, meeting the requirements of applicable state law in such manner and in such jurisdictions as are necessary under the applicable UCC to perfect (on the date such Receivables are transferred and assigned to Funding) the transfer and assignment of the related Receivables to Funding, and to deliver a file-stamped copy of such financing statements or other evidence of such filings to Funding on or prior to the Initial Closing Date (excluding such continuation and similar statements, which shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership delivered promptly after filing). (b) The transfer of each Mortgage and related Mortgage Note Receivable shall be vested solely reflected on MCC's and Funding's balance sheets and other financial statements prepared in the Purchaser accordance with generally accepted accounting principles as a sale or the appropriate designee contribution of the Purchaser, as the case may beassets by MCC to Funding. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer MCC shall be responsible for maintaining, and shall maintain, a complete and accurate set of books accounts, records and records computer files for each Mortgage Loan Receivable which shall be clearly marked clearly to reflect the ownership of each Mortgage Loan Receivable by Funding. (c) In connection with the Purchaser. In particularsales and conveyances hereunder, the Interim Servicer shall maintain in MCC further agrees, at its possessionown expense, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver on or prior to the Purchaser upon demand, evidence of compliance Closing Date with all federal, state and local laws, rules and regulations, including but not limited to documentation as respect to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, Initial Receivables and on or prior to the Mortgaged Property, documentation evidencing insurance coverage relevant Transfer Date with respect to the Subsequent Receivables to indicate on its books and periodic inspection reportsrecords (including any computer files) that the Receivables have been sold to Funding or contributed to the capital of Funding pursuant to this Agreement. To MCC further agrees not to alter the extent that original documents are not required for purposes computer file designation referenced in this paragraph with respect to the Receivables during the term of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet this Agreement unless and other financial statements as a sale of assets by the Selleruntil such Receivable becomes an Acquired Receivable.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the a name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of designated by the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely by the Seller in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans Loans, exclusive of Servicing Rights, including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Seller shall cause the Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Purchaser and shall maintain in its possession, be available for inspection by the Purchaser upon request. Such books and records, together with the Credit File retained by the Seller with respect to each Mortgage Loan pursuant to this Agreement, shall be appropriately identified in accordance with Accepted Servicing Practices, and shall deliver the Seller’s computer system to reflect clearly the sale of such related Mortgage Loan to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining ownership thereof by the applicability Purchaser. It is the express intention of the provisions parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained Mortgage Loans by the Seller and not a pledge of the Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Interim Servicer may be in Seller. Consequently, the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a sale on the Seller's balance sheet ’s business records, tax returns and other financial statements and as a sale of assets by purchase on the SellerPurchaser’s business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of and the related Closing Date Mortgage Note shall be remain in the name of the SellerOwner or in such name as the Owner shall designate. With respect to each Assignment of Mortgage, an Affiliate if so requested by the initial Owner in its sole discretion, the Servicer or its designee, at the initial Owner's expense, shall prepare and record each Assignment of Mortgage, and track such Assignments of Mortgage to ensure they have been recorded. In connection with the assignment of any MERS Mortgage Loan, the Servicer agrees that it will cause, at the Owner's expense, the MERS(R) System to indicate that such Mortgage Loans have been assigned by including in such computer files the information required by the MERS(R) System to identify the owner of such Mortgage Loans. The Owner shall pay all fees associated with the preparation, recording and tracking of the Seller, the Purchaser or one or more designees initial assignment of the Purchaser, as Mortgage Loans from the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may beOwner to a third party. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all Owner. All funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, Owner as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingis authorized and empowered by the Owner, and shall maintainin its own name, a complete set of books and records for each when the Servicer believes it appropriate in its reasonable judgment to register any Mortgage Loan which shall be marked clearly to reflect on the ownership of each MERS(R) System, or in connection with a Mortgage Loan by becoming an REO Property, cause the Purchaser. In particularremoval from the registration of such Mortgage Loan on the MERS(R) System, the Interim Servicer shall maintain in its possessionto execute and deliver, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability on behalf of the provisions Owner, any and all instruments of the National Flood Insurance Act assignment and other comparable instruments with respect to such assignment or re-recording of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be a Mortgage in the form name of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on MERS, solely as nominee for the Seller's balance sheet Owner and other financial statements as a sale of assets by the Sellerits successors and assigns.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of MERS, the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The purchase of each Mortgage Loan shall be reflected on the Purchaser's balance sheet and other financial statements as a purchase of assets by the Purchaser. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used a▇ ▇▇ ▇h▇ ▇etho▇ ▇▇▇▇ in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required for requir▇▇ ▇▇▇ purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇ or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller or the Interim Servicer complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller▇▇▇▇▇▇ ▇▇▇ Guides.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the SellerMERS, the Purchaser Purchaser, or one or more designees of the Purchaser, as the Purchaser shall selectdesignate. Notwithstanding the foregoing, after the payment to the Seller of the Purchase Price, beneficial ownership of each Mortgage and the related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall as provided in Section 4 shall, after the payment to the Seller of the Purchase Price, be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 4 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee assignee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingIt is the express intention of the parties that the transactions contemplated by this Agreement be, and shall maintainbe construed as, a complete set sale of books and records for each the Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Loans by the Purchaser. In particular, Seller and not a pledge of the Interim Servicer shall maintain in its possession, available for inspection Mortgage Loans by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Seller to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Seller. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a sale on the Seller's balance sheet ’s and other financial statements as a sale purchase on the Purchaser’s business records, tax returns and financial statements. In the event, for any reason, any transaction contemplated herein is construed by any court or regulatory authority as a borrowing rather than as a sale, the Seller and the Purchaser intend that the Purchaser or its assignee, as the case may be, shall have a perfected first priority security interest in the Mortgage Loans which may be held by MERS as the nominee for the Purchaser, and the proceeds of assets by any and all of the Sellerforegoing (collectively, the “Collateral”), free and clear of adverse claims. In such case, the Seller shall be deemed to have hereby granted to the Purchaser or its assignee, as the case may be, a first priority security interest in and lien upon the Collateral, free and clear of adverse claims. In such event, the related Purchase Price and Terms Letter Agreement and this Agreement shall constitute a security agreement, and the Purchaser or its assignee, as the case may be, shall have all of the rights of a secured party under applicable law.

Books and Records. Record title to (a) The contents of each Mortgage as Servicing File are and shall be held in trust by the Servicer for the benefit of the related Closing Date Issuer as the owner thereof. The Servicer shall take all necessary steps to ensure that the documents required to be included in the name Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the Servicer is at the will of the Seller, an Affiliate Issuer for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Seller is in a custodial capacity only. The Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Indenture Trustee, unless such release is required as incidental to any Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out ’s servicing of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan Loan. (b) All original documents relating to the Mortgage Loans that are not delivered to the Custodian are and shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee Indenture Trustee on behalf of the Purchaser, as Noteholders and the case may be, as Certificateholder. In the owner of the Mortgage Loans event that any such original document is required pursuant to the terms of this Agreement. The Interim Servicer Section to be a part of a Mortgage File, such document shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver delivered promptly to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability Custodian on behalf of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage Indenture Trustee. (c) Upon and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as after a sale of assets Mortgage Loans to the Issuer, all proceeds arising out of the Mortgage Loans, as provided in Section 2.1(b), shall be received and held by the SellerServicer in trust for the benefit of the Issuer as owner of the Mortgage Loans. (d) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Indenture Trustee, or the Noteholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its their possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of prudent mortgage lenders who originate mortgage loans similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, Property and documentation evidencing insurance coverage and periodic inspection reportscoverage. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller complies with the requirements of the Fannie Mae Guides or prudent mortgage lenders who originate mo▇▇▇▇▇▇ ▇▇▇ns similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title The Interim Servicer shall maintain with respect to each Mortgage as of Loan, and shall make available for inspection by any Purchaser or its designee, the related Closing Date Servicing File during the time the Purchaser retains ownership of a Mortgage Loan governed by this Agreement and thereafter in accordance with applicable laws and regulations. The Interim Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Interim Servicer shall note transfers of Mortgage Loans. For the purposes of this Agreement, the Interim Servicer shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser under no obligation to deal with any person with respect to this Agreement or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by unless the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received books and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, records show such person as the owner of the Mortgage Loans pursuant to the terms of this AgreementLoan. The Purchaser may sell and transfer one or more of the Mortgage Loans, provided, however, with respect to each Mortgage Loan Package (excluding any delinquent Mortgage Loans), in no event shall there be more than six Persons, unless otherwise set forth in the Purchase Price and Terms Agreement or the related Assignment and Conveyance, at any given time having the status of "Purchaser" hereunder. The Purchaser also shall advise the Interim Servicer of the transfer. Upon receipt of notice of the transfer, the Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of mark its books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesMort▇▇▇▇ Loans of such assignee, and shall deliver release the previous Purchaser from its obligations hereunder with respect to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds Mortgage Loans sold or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellertransferred.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Related Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by F▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization of Liquidation Proceeds or Insurance Proceedsthis Agreement, documents maintained by the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Interim Servicer may be in Mortgage Loans unless the form books and records show such person as the owner of microfilm or microfichethe Mortgage Loan. The sale Purchaser may, subject to the terms of each this Agreement, sell or transfer one or more of the Mortgage Loan Loans. The Purchaser also shall be reflected on advise the Seller's balance sheet Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall m▇▇▇ its books and other financial statements as a sale records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall selectMERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demandreasonable request, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser Purchaser, MERS or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership title of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All Except as expressly set forth in this Agreement, all rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver within five (5) business days to the Purchaser upon demand, evidence of compliance prior to the Transfer Date with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Propertyflood certifications, documentation evidencing insurance coverage and periodic inspection reports. To the extent that that, prior to the Transfer Date, original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm microfilm, microfiche or microfiche. The sale electronic imaging so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title (a) In connection with the transfer, assignment, set-over and conveyance set forth in Section 2.01 or Section 2.02, MCC agrees to each Mortgage record and file, at its own expense, any financing statements (and continuation statements with respect to such financing statements when applicable) required to be filed with respect to the Receivables sold or to be sold by MCC hereunder, meeting the requirements of applicable state law in such manner and in such jurisdictions as are necessary under the applicable UCC to perfect (on the date such Receivables are transferred and assigned to Funding) the transfer and assignment of the related Receivables to Funding, and to deliver a file-stamped copy of such financing statements or other evidence of such filings to Funding on or prior to the Closing Date (excluding such continuation and similar statements, which shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership delivered promptly after filing). (b) The transfer of each Mortgage and related Mortgage Note Receivable shall be vested solely reflected on MCC's and Funding's balance sheets and other financial statements prepared in the Purchaser accordance with generally accepted accounting principles as a sale or the appropriate designee contribution of the Purchaser, as the case may beassets by MCC to Funding. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer MCC shall be responsible for maintaining, and shall maintain, a complete and accurate set of books accounts, records and records computer files for each Mortgage Loan Receivable which shall be clearly marked clearly to reflect the ownership of each Mortgage Loan Receivable by Funding. (c) In connection with the Purchaser. In particularsales and conveyances hereunder, the Interim Servicer shall maintain in MCC further agrees, at its possessionown expense, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver on or prior to the Purchaser upon demand, evidence of compliance Closing Date with all federal, state and local laws, rules and regulations, including but not limited to documentation as respect to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, Initial Receivables and on or prior to the Mortgaged Property, documentation evidencing insurance coverage relevant Transfer Date with respect to the Subsequent Receivables to indicate on its books and periodic inspection reportsrecords (including any computer files) that the Receivables have been sold to Funding or contributed to the capital of Funding pursuant to this Agreement. To MCC further agrees not to alter the extent that original documents are not required for purposes computer file designation referenced in this paragraph with respect to the Receivables during the term of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet this Agreement unless and other financial statements as a sale of assets by the Selleruntil such Receivable becomes an Acquired Receivable.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Seller shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Seller is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Seller is in its capacity as Servicer only and at the election of the Purchaser. The Seller shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Seller's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 8 of the terms of this Purchase Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of F▇▇▇▇▇ M▇▇ or F▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by F▇▇▇▇▇ Mae and periodic inspection reportsreports as required by Section 2.14. To The Seller shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the extent that original documents are not required for Seller shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the terms hereof. For the purposes of realization of Liquidation Proceeds or Insurance Proceedsthis Agreement, documents maintained by the Seller shall be under no obligation to deal with any person with respect to this Agreement or the Interim Servicer may be in Mortgage Loans unless the form books and records show such person as the owner of microfilm or microfichethe Mortgage Loan. The sale Purchaser may, subject to the terms of each this Agreement, sell or transfer one or more of the Mortgage Loan Loans. The Purchaser also shall be reflected on advise the Seller's balance sheet Seller of the transfer. Upon receipt of notice of the transfer, the Seller shall m▇▇▇ its books and other financial statements as a sale records to reflect the ownership of assets by the SellerMortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title Section 7.01 Possession of Servicing Files Prior to each Mortgage as of the related Closing Date Transfer Date. The contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, Owner as the owner thereof. The Servicer shall maintain in the Servicing File a hard or electronic copy, if available, of each Mortgage Loan Document received by Owner or Owner’s designee and the originals or copies of documents not delivered to the Owner in Servicer’s possession received during the term of this Agreement. The possession of the Servicing File by the Servicer is at the will of the Owner for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Servicer is in its capacity as Servicer only and at the election of the Owner. The Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Owner, unless such release is required as incidental to the Servicer’s servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan by the terms of this related Seller pursuant to the related Purchase Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the PurchaserOwner. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesOwner or its designee, and shall deliver to the Purchaser Owner or its designee upon written demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ ▇▇▇, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 19681968 or Flood Disaster Prevention Act of 1973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by ▇▇▇▇▇▇ Mae and periodic inspection reports. To the extent that original documents are not reports as required for purposes of realization of Liquidation Proceeds or Insurance Proceedsby Section 2.13, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microficheas applicable. The sale Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Servicer shall note transfers of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerLoans.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Company, applicable Seller, an Affiliate of the applicable Seller, the Custodian, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested held solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer Sellers after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received by the Sellers on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer Sellers in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the applicable Seller's balance sheet and other financial statements as a sale of assets by the applicable Seller. The Company shall be responsible for maintaining, and shall maintain, a complete set of books origination and servicing records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Company shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the applicable law. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds, Condemnation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer Company may be in the form of microfilm or microfiche. The sale microfiche or other such means of each Mortgage Loan shall be reflected on reproducing documents including but not limited to optical imagery techniques to the Seller's balance sheet extent permissible by law and other financial statements so long as a sale the Company complies with the requirements of assets by the SellerFannie Mae and Freddie Mac.

Books and Records. Record title to (a) To the extent provided in the Servicing Agreements: The contents of each Mortgage as Servicing File are and shall be held in trust by the related Servicer for the benefit of the Trustee on behalf of the Certificateholders. The related Closing Date Servicer shall take all necessary steps to ensure that the documents required to be included in the name Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the related Servicer is at the will of the Seller, an Affiliate Trustee for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Seller is in a custodial capacity only. Each Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Trustee, unless such release is required as incidental to the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out 's servicing of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan Loan. (b) To the extent provided in the Servicing Agreements: All original documents relating to the Mortgage Loans that are not delivered to the Custodian, to the extent delivered to the related Servicer, are and shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim such Servicer in trust for the benefit of the Purchaser or the appropriate designee Trustee on behalf of the Purchaser, as Certificateholders. In the case may be, as the owner of the Mortgage Loans event that any such original document is required pursuant to the terms of this Agreement. The Interim Servicer Section to be a part of a Mortgage File, such document shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver delivered promptly to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability Custodian on behalf of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. Trustee. (c) To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be provided in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet Servicing Agreements: Upon and other financial statements as after a sale of assets Mortgage Loans to the Trustee for the benefit of the Certificateholders, all proceeds arising out of the Mortgage Loans, as provided in Section 2.01(a) 101 shall be received and held by the Sellerrelated Servicer in trust for the benefit of the Trustee on behalf of the Certificateholders. (d) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Trustee, any Servicer or the Certificateholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. (a) All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees Trustee, subject to the Servicer’s right to service and administer the Mortgage Loans hereunder in accordance with the terms of the Purchaser; provided, however, that all this Agreement. All funds received on or in connection with a Mortgage Loan Loan, other than the Servicing Fee and other compensation and reimbursement to which the Servicer is entitled as set forth herein, including but not limited to Section 5.03 below, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans Trustee pursuant to the terms of this Agreement. . (b) The Interim Servicer shall be responsible forward to the Custodian original recorded documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with Section 3.01 within fifteen (15) Business Days of their execution, provided, however, that the Servicer shall provide the Custodian with a certified true copy of any such document submitted for maintainingrecordation within fifteen (15) days of its execution, and shall maintain, provide the original of any document submitted for recordation or a complete set copy of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan such document certified by the Purchaser. appropriate public recording office to be a true and complete copy of the original within sixty (60) days of its submission for recordation. (c) In particularthe event the public recording office is delayed in returning any original document, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demandCustodian within 180 days of its submission for recordation, evidence a copy of compliance with all federalsuch document and an Officer’s Certificate, which shall (i) identify the recorded document; (ii) state and local laws, rules and regulations, including but that the recorded document has not limited to documentation as been delivered to the method used Custodian due solely to a delay by the public recording office, (iii) state the amount of time generally required by the applicable recording office to record and return a document submitted for recordation, and (iv) specify the date the applicable recorded document will be delivered to the Custodian. The Servicer will be required to deliver the document to the Custodian by the date specified in determining the applicability (iv) above. An extension of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer date specified in (iv) above may be in requested from the form of microfilm or microfiche. The sale of each Mortgage Loan Purchaser, which consent shall not be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerunreasonably withheld.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used documentati▇▇ ▇▇ t▇ ▇he m▇▇▇▇▇ ▇sed in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required re▇▇▇▇▇▇ for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of the ▇▇▇▇▇▇s ▇▇at the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan as provided in Section 2 shall be vested in the Purchaser or one or more designees of the Purchaser, subject to this Agreement; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 2 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintainingAs more fully set forth in Section 20, it is the express intention of the parties that the transactions contemplated by this Agreement be, and shall maintainbe construed as, a complete set sale of books and records for each the Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan Loans by the Purchaser. In particular, Seller and not a pledge of the Interim Servicer shall maintain in its possession, available for inspection Mortgage Loans by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver Seller to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability secure a debt or other obligation of the provisions of Seller. Consequently, the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets on the Seller's business records, tax returns and financial statements. Delivery of Mortgage Loan Documents. With respect to each Mortgage Loan, the Seller shall deliver and release to the Purchaser, or its designee, under a bailee letter, (a) at least two (2) Business Days prior to the related Closing Date (or such later date as the Purchaser may reasonably request), the original Mortgage Note endorsed in blank and the original Assignment of Mortgage assigned in blank and (b) the other Mortgage Loan Documents within a reasonable time following the related Closing Date. To the extent that any such Mortgage Loan Documents have been delivered for recording and have not yet been returned to the Seller by the Sellerapplicable recording office, the Seller shall, promptly following receipt by it of such Mortgage Loan Documents from the applicable recording office, deliver such documents to the Purchaser or its designee; provided, however, that the original recorded document or a clerk-certified copy thereof shall be delivered to the Purchaser no later than one year following the related Closing Date, subject to the following paragraph. In the event that such original or copy of any document submitted for recordation to the appropriate public recording office is not so delivered to the Purchaser or its designee within one year following the related Closing Date, and in the event that the Seller does not cure such failure within sixty (60) days after receipt of written notification of such failure from the Purchaser, the related Mortgage Loan shall, upon the request of the Purchaser, be repurchased by the Seller at a price and in the manner specified in Subsection 7.03. The foregoing repurchase obligation shall not apply in the event the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified period due to a delay caused by the recording office in the applicable jurisdiction; provided that the Seller shall cause the Servicer instead to deliver a recording receipt of such recording office or, if such recording receipt is not available, an Officer's Certificate of a servicing officer of the Servicer, confirming that such document has been accepted for recording and that the Servicer shall immediately deliver such document upon receipt; and, provided further, that if the Seller cannot cause the Servicer to deliver such original or clerk-certified copy of any document submitted for recordation to the appropriate public recording office within the specified time for any reason within twelve (12) months after receipt of written notification of such failure from the Purchaser, the Seller shall repurchase the related Mortgage Loan at the price and in the manner specified in Subsection 7.03. To the extent received by it, the Servicer shall promptly forward to the Purchaser, or its designee, original documents evidencing an assumption, modification, consolidation or extension of any Mortgage Loan entered into in accordance with this Agreement.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as documen▇▇▇▇▇▇ ▇▇ to the method t▇▇ ▇▇▇▇od used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required no▇ ▇▇▇▇ired for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of th▇ ▇▇▇▇i▇▇ that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title From and after the sale of any Mortgage Loans to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All Owner all rights arising out of the such Mortgage Loans including, Loan including but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that to all funds received on or in connection with a such Mortgage Loan Loan, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, Owner as the case may be, as the owner of the Mortgage Loans pursuant Loans, and subject to the terms following paragraph, the Servicer (or MERS) shall retain record title to the related Mortgages for the sole purpose of this Agreementfacilitating the servicing and the supervision of the servicing of the Mortgage Loans. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the PurchaserOwner. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesOwner, or its designee and shall deliver to the Purchaser Owner upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method used documentatio▇ ▇▇ ▇o ▇▇e me▇▇▇▇ ▇▇ed in determining the applicability of the provisions of the National Flood Insurance Disaster Protection Act of 19681973, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and eligibility of any condominium project for approval by Fannie Mae and periodic inspection reportsreports as required by Section 4.▇▇. To ▇▇ the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche or such other reliable means of recreating original documents, including but not limited to, optical imagery techniques so long as the Servicer complies with the requirements of the Fannie Mae Selling and Servicing Guide, as amended from time to time. This Agreement continuously, from the time of its execution, shall be an official record of the Servicer and Servicer will maintain a copy of this Agreement and each agreement related hereto in its official books and records. The sale of Servicer shall maintain with respect to each Mortgage Loan and shall be reflected on make available for inspection by any Owner or its designee the Seller's balance sheet related Servicing File during the time the Owner retains ownership of a Mortgage Loan and other financial statements thereafter in accordance with applicable laws and regulations. The Servicer shall keep at its servicing office books and records in which, subject to such reasonable regulations as it may prescribe, the Servicer shall note transfers of Mortgage Loans. Upon receipt of notice of any transfer of a sale Mortgage Loan, the Servicer shall mark its books and records to reflect the ownership of assets by the SellerMortgage ▇▇▇▇s of such assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its their possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of prudent mortgage lenders who originate mortgage loans similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, Property and documentation evidencing insurance coverage and periodic inspection reportscoverage. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller complies with the requirements of the ▇▇▇▇▇▇ Mae Guides or prudent mortgage lenders who originate mortgage loans similar to the Mortgage Loans in the jurisdiction where the Mortgaged Property is located. The sale of each Mortgage Loan shall be reflected on the Seller's ’s balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title The Collateral Agent and the Secured Parties and their agents and representatives shall at all times have full and free access during normal business hours to each Mortgage as all the computer tapes, books, correspondence and records of the related Closing Date Debtor insofar as they relate to the Receivables, and the Collateral Agent and its agents and representatives and the Surety Bond Provider may examine the same, take extracts therefrom and make photocopies thereof, and the Debtor agrees to render to the Collateral Agent and the Surety Bond Provider or its agents and representatives, at the Debtor’s cost and expense, such clerical and other assistance as may be reasonably requested with regard thereto. The Debtor hereby assigns to the Collateral Agent and its agents and representatives and the Surety Bond Provider all rights the Debtor has or shall be have to examine computer tapes, books, correspondence and records relating to Receivables serviced by the Servicer or any successor servicer thereto. Each of the Collateral Agent and the Surety Bond Provider acknowledges that in exercising the rights and privileges conferred in this Section 3.2(g) it, or its agents and representatives, may from time to time obtain knowledge of information and practices set forth in such computer tapes, books, correspondence and records (whether in the name possession of the SellerDebtor or the Servicer) of a confidential nature and in which the Debtor has a proprietary interest. The Collateral Agent and the Secured Parties agree that all such information, an Affiliate practices, books, correspondence and records are to be regarded as confidential information and that (i) it shall retain in strict confidence and shall use its best efforts to ensure that its representatives retain in strict confidence and will not disclose without the prior written consent of the SellerDebtor any or all of such information, practices, books, correspondence and records furnished to them and (ii) it will not, and will use its best efforts to ensure that its agents and representatives will not, make any use whatsoever (other than for the purposes contemplated by this Agreement) of any of such information, practices, computer tapes, books, correspondence and records without the prior written consent of the Debtor, unless such information (i) is generally available to the public, (ii) is required by law to be disclosed or is requested by any Governmental Authority having authority over the Surety Bond Provider, the Purchaser Company, any Liquidity Provider or one Credit Support Provider or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser (iii) is requested by ▇▇▇▇▇’▇ or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or S&P in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees their rating of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller Commercial Paper or the Interim Servicer in trust for the benefit implied rating of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellerfacility.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans Transferred Loans, including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds proceeds received on or in connection with a Mortgage Loan the Transferred Loans, shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this AgreementTransferred Loans. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Transferred Loan from the Transfer Date, which shall be marked clearly to reflect the ownership of each Mortgage Transferred Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possessionpossession in a secured digital format, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, or its designee, and shall deliver to the Purchaser upon demand, documentation that is customary and reasonably appropriate to evidence of Servicer’s compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used Applicable Laws in determining the applicability servicing each of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reportsTransferred Loans hereunder. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance ProceedsCollections from the Transferred Loans, documents relating to the servicing of the Transferred Loans maintained by the Seller or the Interim Servicer may be held electronically or in such other reliable means of recreating original documents consistent with Accepted Servicing Practices. At all times during the form Term hereof, Servicer shall keep available a copy of microfilm the Schedule of Loans in a secured digital format for inspection by Purchaser or microficheits agents. The sale Servicer shall maintain with respect to each Transferred Loan and shall make available in a secured digital format for inspection by Purchaser or its designee the related Servicing File during the time Purchaser retains ownership of a Transferred Loan and thereafter in accordance with Applicable Laws. Servicer shall maintain, in a secured digital format, books and records in which, subject to such reasonable requirements as it may prescribe, Servicer shall note transfers of Transferred Loans. For the purposes of this Agreement, Servicer shall be under no obligation to deal with any Person with respect to this Agreement or the Transferred Loans unless its books and records show such Person as owner of the Transferred Loans. Subject to the terms of this Agreement, Purchaser may sell and transfer one or more of the Transferred Loans with servicing thereof being retained by Servicer and Purchaser shall provide Servicer with at least ten (10) Business Days advance writing notice of such transfer. Upon receipt of notice of the transfer, Servicer shall mark its books and records to reflect each Mortgage such Transferred Loan as sold and assigned to the successor assignee owner thereof and such sold and assigned Transferred Loan shall no longer be reflected on subject to this Agreement. If a transfer occurs less than ten (10) Business Days before the Seller's balance sheet last calendar day of the month, ▇▇▇▇▇▇▇▇’s duties to remit and other financial statements report as a sale of assets required by Article III shall begin with the Sellernext Collection Period.

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of ▇▇▇▇▇▇ Mae or ▇▇▇▇▇▇▇ Mac, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the ▇▇▇▇▇▇ Mae Guides. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller complies with the requirements of the ▇▇▇▇▇▇ ▇▇▇ Guides. The It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the Seller's balance sheet Purchaser’s business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller’s business records, tax returns and financial statements.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser Purchaser, MERS or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, , including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Propertyflood certifications, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm microfilm, microfiche or microfiche. The sale electronic imaging so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date Date, net of any funds due the Seller, on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as to the method document▇▇▇▇▇ a▇ ▇o th▇ ▇▇▇▇▇d used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Servicing Agreement and Fannie Mae Guides. To the extent that original documents are not required ▇▇▇▇▇red for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to each Mortgage as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested possessed solely in by the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller. The Seller shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser, which marking may be evidenced by a designation of electronic files or records maintained by the Seller in connection with each Mortgage Loan. In particular, to the Interim Servicer extent required by applicable law, the Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Seller.

Books and Records. Record title to (a) The contents of each Mortgage as of the related Closing Date Servicing File are and shall be in held by the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser Master Servicer or the appropriate designee of the PurchaserServicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. The Master Servicer and the Servicer shall take all necessary steps to ensure that the documents required to be included in the Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the Master Servicer or the Servicer, as the case may be, is at the will of the Trustee for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Master Servicer or the Servicer, as the case may be, is in a custodial capacity only. The Master Servicer or the Servicer, as the case may be, shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Trustee, unless such release is required as incidental to any of the Master Servicer or the Servicer, as the case may be, servicing of the Mortgage Loans or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan. (b) All rights original documents relating to the Mortgage Loans that are not delivered to the Trustee, to the extent delivered to the Master Servicer or the Servicer, as the case may be, are and shall be held by the Master Servicer or the Servicer, as the case may be, in trust for the benefit of the Trustee on behalf of the Certificateholders. In the event that any such original document is required pursuant to the terms of this Section to be a part of a Mortgage File, such document shall be delivered promptly to the Trustee. (c) Upon and after a conveyance of Mortgage Loans to the Trustee for the benefit of the Certificateholders, all proceeds arising out of the Mortgage Loans Loans, including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a the Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; providedLoans, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller Master Servicer or the Interim Servicer Servicer, as the case may be, in trust for the benefit of the Purchaser or the appropriate designee Trustee on behalf of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. Certificateholders. (d) The Interim Servicer applicable Seller and Depositor shall each be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particularTrustee for the benefit of the Certificateholders. (e) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Interim Trustee, the Master Servicer, the Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form Certificateholders of microfilm any unsatisfied duty, claim or microfiche. The sale of each other liability on any Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Selleror to any Mortgagor.

Books and Records. Record title to The term "Agreement Year" as used herein shall mean the calendar year ending December 31st of each Mortgage as year. The first Agreement Year shall be the period beginning on the date hereof and ending December 31, 1998, and the last Agreement Year shall be the period beginning January 1st of the related Closing Date shall be in the name last year of the Seller, an Affiliate term of this Agreement and ending with the last day of the Sellerterm of this Agreement. MANAGER shall maintain in manner and form consistent with generally accepted methods of accounting at its office, during each Agreement Year and retain such for a period of three (3) consecutive years thereafter, complete and accurate general books of account, which will reflect all receipts derived from the Purchaser or one or more designees operation of the PurchaserPremises by MANAGER during such Agreement Year, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, including but not limited to, original invoices, sales and other records provided by lessees, sales and occupation tax returns, if any, relating to MANAGER'S operation of the Premises, and all funds received other original records pertaining to the business of operating the Premises and other pertinent papers and documents which will enable the OWNER to determine the gross receipts derived by the Seller or MANAGER from the Interim Servicer after Premises. All of the related Cut-off Date on or in connection with a Mortgage Loan aforementioned records shall be vested in open to the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received inspection and held audit by the Seller OWNER or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms its agents at all reasonable times during ordinary business hours. On termination of this Agreement. The Interim Servicer , all records shall be responsible for maintainingdelivered to the OWNER at the Premises. OWNER and MANAGER recognize that OWNER, itself, may have records pertaining to the Premises as to which MANAGER does not have actual knowledge, and nothing in this paragraph shall maintainbe interpreted to impose any duty on MANAGER with respect to such records or any other records of a type which would not be kept by a reasonably prudent property manager. MANAGER shall establish a bank account into which receipts relating to the Premises of the OWNER transmitted to MANAGER or collected by MANAGER shall be deposited. From the funds in such bank account, MANAGER shall pay the following types of expenses associated with operation of the Premises (it being understood that nothing herein shall be interpreted to impose on MANAGER liability for the payment of any of such expenses from MANAGER'S own funds): on-site salary expenses of every kind and nature, utility charges, custodial service, management fees hereunder to MANAGER and all other recurring-type charges relating to the operation of the Premises (all of the aforesaid being herein sometimes referred to as "Premises Operating Expenses"). MANAGER shall submit to OWNER on or before the tenth (10th) day of each month during the term hereof (including the tenth (10th) day of the month following the end of the term) at the place then fixed for the payments hereunder, a check in a sum equal to all funds, if any, in the bank account for the Premises except a nominal sum to pay obligations due prior to receipt of additional rentals, and a written statement, certified by MANAGER to be true and correct to the best of his knowledge and belief, showing in reasonably accurate detail, the amount of aforesaid receipts and the amount of Premises Operating Expenses disbursed from such bank account and the resulting difference for the preceding month. MANAGER shall submit to the OWNER on or before the thirtieth (30th) day following the end of each Agreement Year, at all places then fixed for payments, a complete set statement of books and records the aforesaid annual figures for each Mortgage Loan which the preceding Agreement Year in reasonable detail certified by MANAGER. Relative to the authority of MANAGER to pay from the bank account Premises Operation Expenses (as hereinabove referred to), such authority of MANAGER shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain limited as stated in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellersubparagraph 3D hereof.

Books and Records. Record title Section 7.01 Possession of Servicing Files prior to each Mortgage as of the Related Transfer Date. Prior to the related Closing Date Transfer Date, the contents of each Servicing File are and shall be held in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received trust by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or as the appropriate designee owner thereof. The Interim Servicer shall maintain in the Servicing File a copy of the contents of each Mortgage File and the originals of the documents in each Mortgage File not delivered to the Purchaser. The possession of the Servicing File by the Interim Servicer is at the will of the Purchaser for the sole purpose of servicing the related Mortgage Loan, pursuant to this Agreement, and such retention and possession by the Interim Servicer is in its capacity as Servicer only and at the election of the Purchaser. The Interim Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Purchaser, unless such release is required as incidental to the case may be, as the owner Interim Servicer's servicing of the Mortgage Loans pursuant to this Agreement, or is in connection with a repurchase of any Mortgage Loan pursuant to Section 9 of the terms of this Purchase Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practicesor its designee, and shall deliver to the Purchaser or its designee upon demand, evidence of compliance with all federal, state and local laws, rules and regulationsregulations according to Accepted Servicing Practices, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reportseligibility of any condominium project in accordance with Accepted Servicing Practices. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance ProceedsThe Interim Servicer shall keep at its servicing office books and records in which, documents maintained by the Seller or subject to such reasonable regulations as it may prescribe, the Interim Servicer shall note transfers of Mortgage Loans. No transfer of a Mortgage Loan may be made unless such transfer is in compliance with the form terms hereof. For the purposes of microfilm this Agreement, the Interim Servicer shall be under no obligation to deal with any person with respect to this Agreement or microfichethe Mortgage Loans unless the books and records show such person as the owner of the Mortgage Loan. The sale Purchaser may, subject to the terms of each this Agreement, sell or transfer one or more of the Mortgage Loan Loans, provided, however, that the transferee will not be deemed to be a Purchaser hereunder binding upon the Interim Servicer unless such transferee shall agree in writing to be reflected on the Seller's balance sheet and other financial statements as a sale of assets bound by the Seller.terms of this Agreement and of the assignment and assumption of this Agreement executed by the transferee shall have been delivered to the Interim Servicer. The Purchaser also shall advise the Interim Servicer of the transfer. Upon receipt of notice of the transfer, the Interim Servicer shall cause its books and records to reflect the ownership of the Mortgage Loans of such assignee, and shall release the previous Purchaser from its obligations hereunder with respect to the Mortgage Loans sold or transferred. ARTICLE VIII

Books and Records. Record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall selectdesignate. Record title to each Mortgage and the related Mortgage Note shall be transferred by Seller to Purchaser. Seller shall, with respect to any Mortgage Loan not registered with the MERS System, prepare and deliver to Purchaser or its designee an original Assignment of Mortgage from Seller to Purchaser or in blank. In connection with the assignment of any MERS Mortgage Loan, the Seller agrees that it will cause, at the Seller's expense, the MERS System to indicate that such Mortgage Loans have been assigned by the Seller to the Purchaser (or deleting, in the case of Mortgage Loans which are repurchased in accordance with this Agreement) by including in such computer files the information required by the MERS System to identify the Purchaser and the series in which such Mortgage Loans were sold. The Seller further agrees that it will not alter the codes referenced in this paragraph with respect to any Mortgage Loan during the term of this Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement. Notwithstanding the foregoing, beneficial ownership of each Mortgage and the related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Off Date on or in connection with a Mortgage Loan as provided in Section 4 shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all such funds received on or in connection with a Mortgage Loan as provided in Section 4 shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee assignee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Interim Servicer It is the express intention of the parties that the transactions contemplated by this Agreement be, and be construed as, a sale of the Mortgage Loans by the Seller and not a pledge of the Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be responsible for maintainingreflected as a sale on the Seller's business records, tax returns and financial statements. The Seller shall maintain, maintain a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer Seller shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale microfiche so long as the Seller complies with the requirements of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerFannie Mae Guides.

Books and Records. Record title to (a) The contents of each Mortgage as Servicing File are and shall be held in trust by the Servicer for the benefit of the related Closing Date Trustee on behalf of the Certificateholders. The Servicer shall take all necessary steps to ensure that the documents required to be included in the name Servicing File are complete and shall maintain the Servicing File as required by this Agreement, Accepted Servicing Practices and applicable law. Possession of each Servicing File by the Servicer is at the will of the Seller, an Affiliate Trustee for the sole purpose of servicing the related Mortgage Loan and such retention and possession by the Seller is in a custodial capacity only. The Servicer shall release its custody of the contents of any Servicing File only in accordance with written instructions from the Trustee, unless such release is required as incidental to the Seller, the Purchaser or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out 's servicing of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or is in connection with the transfer of servicing or a repurchase of any Mortgage Loan Loan. (b) All original documents relating to the Mortgage Loans that are not delivered to the Custodian, to the extent delivered to the Servicer, are and shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee Trustee on behalf of the Purchaser, as Certificateholders. In the case may be, as the owner of the Mortgage Loans event that any such original document is required pursuant to the terms of this Agreement. The Interim Servicer Section to be a part of a Mortgage File, such document shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver delivered promptly to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability Custodian on behalf of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage Trustee. (c) Upon and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as after a sale of assets Mortgage Loans to the Trustee for the benefit of the Certificateholders, all proceeds arising out of the Mortgage Loans, as provided in Section 2.1(b) shall be received and held by the SellerServicer in trust for the benefit of the Trustee on behalf of the Certificateholders. (d) Nothing in this Agreement shall be construed to constitute an assumption by the Trust Fund, the Trustee, the Servicer or the Certificateholders of any unsatisfied duty, claim or other liability on any Mortgage Loan or to any Mortgagor.

Books and Records. Record title (a) After the Closing, upon reasonable written notice, Purchaser and Parent shall furnish or cause to be furnished to each Mortgage other and their respective Representatives reasonable access, during normal business hours, to such information and assistance relating to the Companies as is reasonably necessary for financial reporting , accounting matters and personnel management, the preparation and filing of any Tax Returns, reports or forms or the defense of any Tax audit, claim or assessment. Each party shall reimburse the other for reasonable out-of-pocket costs and expenses incurred in assisting the other pursuant to this SECTION 4.12(a). (b) As soon as reasonably practical after the Closing Date, Seller and Parent shall deliver or cause to be delivered to Purchaser all of the related Closing Date Books and Records in the possession of Seller, Parent or their Affiliates relating primarily to the Business; PROVIDED, HOWEVER, that: (i) Purchaser recognizes that certain Books and Records may relate primarily to Parent or to subsidiaries or divisions of Parent other than the Companies and that Parent may retain such Books and Records; PROVIDED, Parent shall use its reasonable best efforts to separate or extricate such data and materials which relate to the Business from the data and materials which do not relate to the Business and provide Purchaser with such data or materials relating to the Business in usable electronic or hard copy form upon Purchaser's request; and (ii) Parent may retain any Tax Returns, reports or forms, and Purchaser shall be in the name provided with copies of the Sellersuch Tax Returns (or relevant portions thereof), an Affiliate of the Seller, the Purchaser reports or one or more designees of the Purchaser, as the Purchaser shall select. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant forms only to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Interim Servicer shall maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents they relate to separate Tax Returns (including relevant portions of such Tax Returns that are not required included in part of a consolidated, combined or unitary Tax Return relating to Parent and its Affiliates) or separate Tax liability of any of the Companies; PROVIDED that in no event shall Purchaser or any of the Companies be denied access to any information necessary for purposes the preparation and filing of realization any Tax Returns that include any of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or Companies after the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the SellerClosing Date.

Books and Records. Record Subject to Section 6.02, record title to each Mortgage and the related Mortgage Note as of the related Closing Date shall be in blank or in the name of the Seller, an Affiliate of the Seller, the Purchaser or one or more designees of the Purchaser, Purchaser (or an Assignment of Mortgage conveying record title of such Mortgage to such Person has been submitted for recordation but has not yet been returned by the public recording office) as the Purchaser shall select; provided, however, that if a Mortgage has been recorded in the name of MERS or its designee, the Seller is shown as the owner of the related Mortgage Loan on the records of MERS for purposes of the system of recording transfers of beneficial ownership of mortgages maintained by MERS. Notwithstanding the foregoing, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaser, as the case may be. All rights arising out of the Mortgage Loans including, but not limited to, all funds received by the Seller or the Interim Servicer after the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that and all funds received on or in connection with a Mortgage Loan during the period from the related Cut-off Date to the related Transfer Date shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant to the terms of this Agreement. The Seller shall be or shall cause the Interim Servicer shall to be responsible for maintaining, and shall maintain, a complete set of books and records for each Mortgage Loan which shall be marked clearly to reflect the ownership of each Mortgage Loan by the Purchaser. In particular, the Seller shall or shall cause the Interim Servicer shall to maintain in its possession, available for inspection by the Purchaser and in accordance with Accepted Servicing PracticesPurchaser, and shall deliver to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, and requirements of Fannie Mae or Freddie Mac, including but not limited to documentation as docume▇▇▇▇▇▇n ▇▇ to the method ▇▇▇ ▇▇▇hod used in determining the applicability of the provisions of the National Flood Insurance Act of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports, as required by the Fannie Mae Guides. To the extent that original documents are not required n▇▇ ▇▇▇uired for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfichemicrofiche so long as the Seller or the Interim Servicer complies with the requirements of the Fannie Mae Guides. The It is the express intention of ▇▇▇ ▇a▇▇▇es that the transactions contemplated by this Agreement be, and be construed as, a sale of the related Mortgage Loans by the Seller and not a pledge of such Mortgage Loans by the Seller to the Purchaser to secure a debt or other obligation of the Seller. Consequently, the sale of each Mortgage Loan shall be reflected as a purchase on the SellerPurchaser's balance sheet business records, tax returns and other financial statements statements, and as a sale of assets by on the Seller's business records, tax returns and financial statements.

Books and Records. Record title (a) Following the Effective Date, Reinsured shall (i) allow Reinsurer, upon reasonable prior notice and during regular business hours, through its employees and Representatives, at Reinsurer's expense the right to each Mortgage examine and make copies of any books and records retained by Reinsured within its possession or control ("control" for the purposes of this Section 7.1(a) being defined as of the related Closing Date shall be in ability to cause delivery to the name of Reinsured or access to the Seller, an Affiliate of Reinsurer) and furnish the Seller, Reinsurer with such financial and reporting data and other information with respect to the Purchaser or one or more designees of the PurchaserPolicies, as the Purchaser shall select. Notwithstanding Reinsurer may from time to time reasonably request, to the foregoingextent they relate to the Policies, beneficial ownership of each Mortgage and related Mortgage Note shall be vested solely in the Purchaser or the appropriate designee of the Purchaserfor any reasonable business purpose, as the case may be. All rights arising out of the Mortgage Loans including, but not limited towithout limitation, all funds received by the Seller 21 preparation or examination of tax returns, regulatory filings and financial statements and the Interim Servicer after conduct of any Action, whether pending or threatened, concerning the related Cut-off Date on or in connection with a Mortgage Loan shall be vested in the Purchaser or one or more designees of the Purchaser; provided, however, that all funds received on or in connection with a Mortgage Loan shall be received and held by the Seller or the Interim Servicer in trust for the benefit of the Purchaser or the appropriate designee of the Purchaser, as the case may be, as the owner of the Mortgage Loans pursuant Policies prior to the terms of this Agreement. The Interim Servicer shall be responsible for maintaining, Effective Date at Reinsured's offices or other facilities or properties and shall maintain, a complete set of (ii) maintain such books and records for each Mortgage Loan which the Reinsurer's examination and copying. Access to such books and records shall be marked clearly at the Reinsurer's expense, may not unreasonably interfere with Reinsured's or any successor company's business operations and Reinsurer shall reimburse Reinsured for all reasonable out-of-pocket expenses incurred by Reinsured in copying such books and records. Reinsured shall retain such books and records for a period of at least seven years (extended by a period equal to reflect any extension of the ownership statute of each Mortgage Loan by limitations with respect to tax matters with respect to which such books and records are necessary and of which Reinsurer shall notify Reinsured), after which time such books and records shall be delivered to Reinsurer. Reinsurer shall not copy or remove from Reinsured's premises the Purchaser. In particularaccountant's work papers made available to Reinsurer and its representatives. (b) Following the Effective Date, Reinsurer shall (i) allow Reinsured, upon reasonable prior notice and during regular business hours, through its employees and other Representatives, at Reinsured's expense to examine and make copies of the books and records transferred to Reinsurer as of 22 the Effective Date for any reasonable business purpose, including, without limitation, the Interim Servicer preparation and examination of tax returns, regulatory filings and financial statements and the conduct of any Action or the conduct of any regulatory, contract holder, participant or other dispute resolution, whether pending or threatened, at Reinsurer's offices or other facilities or properties and (ii) maintain such books and records for Reinsured's examination and copying. Access to such books and records shall maintain be at Reinsured's expense and may not unreasonably interfere with Reinsurer's or any successor company's business operations and Reinsured shall reimburse Reinsurer for all reasonable out-of-pocket expenses incurred by Reinsurer in its possession, available copying such records. Reinsurer shall retain any books and records for inspection a period of at least seven years (extended by the Purchaser and in accordance with Accepted Servicing Practices, and shall deliver a period equal to the Purchaser upon demand, evidence of compliance with all federal, state and local laws, rules and regulations, including but not limited to documentation as to the method used in determining the applicability any extension of the provisions statute of the National Flood Insurance Act limitations with respect to tax matters with respect to which such books and records are necessary and of 1968, as amended, to the Mortgaged Property, documentation evidencing insurance coverage and periodic inspection reports. To the extent that original documents are not required for purposes of realization of Liquidation Proceeds or Insurance Proceeds, documents maintained by the Seller or the Interim Servicer may be in the form of microfilm or microfiche. The sale of each Mortgage Loan which Reinsured shall be reflected on the Seller's balance sheet and other financial statements as a sale of assets by the Sellernotify Reinsurer).