Common use of Conveyance of Interests Clause in Contracts

Conveyance of Interests. Effective as of the Closing Date, the Depositor does hereby transfer, assign, set over, deposit with and otherwise convey to the Trustee, without recourse, in trust, all the right, title and interest of the Depositor in and to (i) the assets of REMIC I in exchange for the REMIC I Interests, (ii) the REMIC I Regular Interests in exchange for the REMIC II Interests, (iii) the REMIC II Regular Interests in exchange for the REMIC III Interests, (iv) the EX XXXXX III Regular Interests in exchange for the Exchangeable Certificates, (v) the Swap REMIC III Regular Interests and each Swap Fixed Rate Account, Swap Floating Rate Account and Swap Agreement in exchange for the Swap Certificates and (vi) the right to receive Excess Interest in exchange for the Class J Grantor Trust Interest. The Trustee acknowledges such assignment and on the Closing Date, and in exchange therefor, the Certificate Registrar, on behalf of the Trustee, has executed and the Authenticating Agent, on behalf of the Trustee, has authenticated and delivered to or upon the order of the Depositor the Regular Certificates, Exchangeable Certificates, Swap Certificates, Class J Certificates and Class R Certificates in authorized denominations, in each case registered in the name set forth in such order or as so directed in this Agreement. The Certificate Administrator acknowledges that it has executed each Swap Agreement.

Conveyance of Interests. Effective as of the Closing Date, the Depositor does hereby transfer, assign, set over, deposit with and otherwise convey to the Trustee, without recourse, in trust, all the right, title and interest of the Depositor in and to (i) the assets of REMIC I in exchange for the REMIC I Interests, (ii) the REMIC I Regular Interests in exchange for the REMIC II Interests, (iii) the REMIC II Regular Interests in exchange for the REMIC III Interests, (iv) the EX XXXXX EC Trust REMIC III Regular Interests in exchange for the Exchangeable EC Trust Certificates, (v) the Swap REMIC III Regular Interests and each Swap Fixed Rate Account, Swap Floating Rate Account and Swap Agreement in exchange for the Swap Certificates and (vi) the right to receive Excess Interest in exchange for the Class J Grantor Trust Interest. The Trustee acknowledges such assignment and on the Closing Date, and in exchange therefor, the Certificate Registrar, on behalf of the Trustee, has executed and the Authenticating Agent, on behalf of the Trustee, has authenticated and delivered to or upon the order of the Depositor the Regular Certificates, Exchangeable EC Trust Certificates, Swap Certificates, Class J Certificates and Class R Certificates in authorized denominations, in each case registered in the name set forth in such order or as so directed in this Agreement. The Certificate Administrator acknowledges that it has executed each Swap Agreement.