Distributions. (a) [Reserved] (b) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 8 contracts

Sources: Pooling and Servicing Agreement (GS Mortgage Securities Trust 2018-Gs9), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2017-C42), Pooling and Servicing Agreement (Bank 2017-Bnk9)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(c) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class ~~A-2~~ A-4 Certificates, the Class ~~A-3 Certificates, the Class A-4 Certificates the Class A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates, the Class X-D Certificates, the Class X-E Certificates and the Class X-B F Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the~~ Class A-4 Certificates, ~~the~~ Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of ~~the~~ their Certificate ~~Balances thereof~~Balances: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates ~~has been~~ is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclause~~ sub-clause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates ~~has been~~ is reduced to zero; (3) third, to the Holders of the Class ~~A-2~~ A-4 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclauses~~ sub-clauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-2~~ A-4 Certificates ~~has been~~ is reduced to zero; (4) fourth, to the Holders of the Class ~~A-3 Certificates,~~ A-5 Certificates in an amount up equal to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-3~~ A-5 Certificates ~~has been~~ is reduced to zero; and (5) fifth, to the Holders of the Class ~~A-4~~ A-SB Certificates, in an amount up equal to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-4~~ A-SB Certificates ~~has been~~ is reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; zero and (II) on or after the Cross-Over Date, to the Class A-1, Class ~~A-2, Class A-3, Class~~ A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on upon their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class ~~A-2, Class A-3, Class~~ A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the~~ Class A-4 Certificates, ~~the~~ Class ~~A-AB~~ A-5 Certificates and the Class A-~~BP Certificates~~SB Certificates first, ~~first~~ (i) up to an amount equal ~~to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ to, and pro rata (~~based upon~~ in accordance with the aggregate unreimbursed Realized Losses previously allocated to each such Class), ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-4, Class ~~A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates~~ A-5 and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3~~A-1, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates ~~has been~~ is reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates ~~has been~~ is reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates ~~has been~~ is reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect~~ Amount of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates ~~has been~~ is reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates ~~has been~~ is reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates, the Class D Certificates and the Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates ~~has been~~ is reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates ~~has been~~ is reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR~~ R Certificates, in respect of ~~interest~~the Class UR Interest, up the amount, if any, of the Available Funds remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Periodic Payments, Balloon Payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Funds for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved]. (c) On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of principal or reimbursement of Realized Losses in an amount equal toto the amount of principal or reimbursement of Realized Losses actually distributable to the Holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(d), 4.01(f) and 4.01(i) such that at all times the Lower-Tier Principal Amount of each Class of Lower-Tier Regular Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of ~~such Class~~ its Related Certificates plus a pro rata portion of ~~Certificates for such~~ the Interest Distribution ~~Date;~~ Amount in respect of (~~xxvi~~i) ~~twenty-sixth, after~~ in the ~~Certificate Balances~~ case of the Class LA1, Class LA4, Class LA5 and Class LASB Uncertificated Interests, the Class X-A Certificates, (ii) in the case of the Class LAS, Class LB and Class LC Uncertificated Interests, the Class X-B Certificates, (iii) in the case of the Class ~~C Certificates~~LD Uncertificated Interests, the Class X-D Certificates, (iv) in the case of the Class ELE Uncertificated Interests, the Class X-RR E Certificates and (v) in the case of the Class LF Uncertificated Interests, the Class X-F Certificates, ~~Class F~~in each case, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-RR Through Rate of the Related Certificates and ~~Class G~~a notional amount equal to its related Lower-RR Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Lower-Tier Regular Interest shall equal the Certificate Balance of the Related Certificates ~~have been reduced~~ with respect thereto, as adjusted for the allocation of Realized Losses, as provided in Sections 4.04(b) and 4.04(c). The initial principal balance of each Lower-Tier Regular Interest shall equal the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to ~~zero,~~ each Lower-Tier Regular Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Prepayment Premiums and Yield Maintenance Charges pursuant to Section 4.01(e)(iii) shall be distributed to the Holders of ~~the Class H-RR Certificates, in reduction of the Certificate Balance~~ t

Appears in 6 contracts

Sources: Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2026-C66), Pooling and Servicing Agreement (Benchmark 2026-B42 Mortgage Trust), Pooling and Servicing Agreement (BMO 2026-C14 Mortgage Trust)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Master Servicer shall instruct the Indenture Trustee (based on the information contained in the Servicer's Certificate delivered on the related Master Servicer Report Date pursuant to Section 4.09) to make the following deposits and distributions for receipt by the Master Servicer or deposit in the applicable account by 11:00 a.m. (New York time), to the extent of the Net Collections for such Distribution Date, in the following order of priority: (i) to the Master Servicer, the Servicing Fee, including any unpaid Servicing Fees with respect to one or more prior Due Periods; (ii) to the Indenture Trustee and the Owner Trustee, any accrued and unpaid Trustees' fees, in each case to the extent such fees have not been previously paid by the Master Servicer; (iii) to the Note Distribution Account, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) and (ii) above), the Note Interest Distributable Amount; (iv) to the Note Distribution Account, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (iii) above), the Note Principal Distributable Amount to the holders of the Class A-1 Notes until the principal amount of the Class A-1 Notes has been reduced to zero, second to the holders of the Class A-2 Notes until the principal amount of the Class A-2 Notes has been reduced to zero, third to the holders of the Class A-3 Notes until the principal amount of the Class A-3 Notes has been reduced to zero, and fourth to the holders of the Class A-4 Notes until the principal amount of the Class A-4 Notes has been reduced to zero; (v) to the Note Distribution Account, if such Distribution Date is a Note Final Distribution Date, the remaining principal amount of the related Class of Notes from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (iv) above); (vi) to the Certificate Distribution Account, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (v) above), the Certificate Interest Distributable Amount; (vii) to the Certificate Distribution Account, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (vi) above), the Certificate Principal Distributable Amount; (viii) to the Certificate Distribution Account, if such Distribution Date is the Certificate Final Distribution Date, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (vii) above), the Certificate Balance, as such balance has been reduced by payments thereon in respect of such Distribution Date; and (ix) to the Insurer, from Net Collections (after giving effect to the reduction in Net Collections described in clauses (i) through (viii) above), any Unreimbursed Insurer Amounts. (b) On each Distribution Date, the Master Servicer shall instruct the Indenture Trustee (based on the information contained in the Servicer's Certificate delivered on the related Master Servicer Report Date pursuant to Section 4.09), to distribute any excess amounts remaining from Net Collections after making the distributions described in Section 5.05(a) ("Excess Amounts") to the Spread Account. On any Distribution Date on which the amount on deposit in the Spread Account (after giving effect to all deposits to, and withdrawals from, the Spread Account on such Distribution Date) is greater than the Specified Spread Account Balance, the Master Servicer shall instruct the Indenture Trustee to distribute an amount in cash, first, to the Insurer, to the extent of ~~the Available Funds for such Distribution Date~~any Unreimbursed Insurer Amounts, ~~the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account~~ second, to the ~~Upper-Tier REMIC Distribution~~ Seller until the Seller has received an aggregate amount equal to the Spread Account Initial Deposit and third, to the Seller and the Company, in the ~~amounts~~ proportions of 99% and ~~priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests~~1%, ~~and immediately thereafter, shall make distributions thereof from~~ respectively. Notwithstanding that the ~~Upper-Tier REMIC Distribution Account in the following order of priority, satisfying~~ Notes have been paid in full, the Indenture Trustee shall continue to maintain the Collection Account hereunder until the Certificate Balance is reduced to zero. (c) To the extent ~~required and possible, each priority before making~~ that on any ~~distribution with respect to any succeeding priority~~Distribution Date: (i) ~~first, to~~ the ~~Holders of~~ amount on deposit in the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: Note Distribution Account (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid after giving effect to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made deposits thereto on such Distribution Date) ~~until~~ is less than the ~~outstanding Certificate Balance of the Class A-S Certificates has been reduced~~ Note Distributable Amount, Noteholders shall be entitled to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount receive distributions in respect of such ~~Class of Certificates for~~ deficiency first, from amounts on deposit in the Spread Account pursuant to a Deficiency Notice; second, if such ~~Distribution Date; (viii) eighth~~amounts are insufficient, ~~after the Certificate Balances of the Class A Certificates have been reduced~~ from amounts otherwise payable to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions Certificateholders in respect of the ~~Class A Certificates have been~~ Certificate Distributable Amount and third, if such amounts are still insufficient, from a claim made under the Note Policy for the Note Policy Claim Amount pursuant to Section 5.02(d); and (ii) the amount on deposit in the Certificate Distribution Account (after giving effect to any deposits thereto on such Distribution Date) ~~until~~ is less than the Certificate ~~Balance of the Class B Certificates has been reduced~~ Distributable Amount, Certificateholders shall be entitled to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount receive distributions in respect of such ~~Class of Certificates for such Distribution Date; (xi) eleventh~~deficiency, ~~after~~ first, from amounts on deposit in the ~~Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero~~Spread Account, to the ~~Holders of~~ extent that such amounts remain available after giving effect to the ~~Class C Certificates in reduction of~~ immediately preceding paragraph, pursuant to a Deficiency Notice and second, if such amounts are insufficient, from a claim made under the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until Policy for the Certificate ~~Balance of the Class C Certificates has been reduced~~ Policy Claim Amount pursuant to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution DateSection 5.02(d), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 4 contracts

Sources: Sale and Servicing Agreement (WFS Financial Auto Loans Inc), Sale and Servicing Agreement (WFS Financial Auto Loans Inc), Sale and Servicing Agreement (WFS Financial Auto Loans Inc)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(c) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class ~~A-4~~ X-A Certificates, Class X-B Certificates and Class AX-AB D Certificates, ~~from the portion of Available Funds attributable~~ pro rata (based upon their respective entitlements to ~~the Group 1 Assets~~ interest for such Distribution Date), ~~up to an amount equal to, and pro rata~~ in ~~accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion~~ respect of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date~~interest, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 ~~Certificates, the~~ Certificates and Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP~~ Certificates in reduction of ~~the~~ their Certificate ~~Balances thereof~~Balances: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution ~~Amount and~~ Amount, until the outstanding Certificate Balance of the Class A-1 Certificates is reduced to zero; (~~if applicable~~2) second, to the ~~Group 2~~ Holders of the Class A-2 Certificates in an amount up to the Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclause~~ sub-clause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-1~~ A-2 Certificates ~~has been~~ is reduced to zero; and (3) third, to the Holders of the Class ~~A-2~~ A-3 Certificates in an amount up equal to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-2~~ A-3 Certificates ~~has been~~ is reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; zero and (II) on or after the Cross-Over Date, to the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates, pro rata (based on upon their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 ~~Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class ~~A-BP Certificates~~A-3 Certificates first, ~~first~~ (i) up to an amount equal ~~to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ to, and pro rata (~~based upon~~ in accordance with the aggregate unreimbursed Realized Losses previously allocated to each such Class), ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates~~A-1, Class A-2 ~~Certificates,~~ and Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates~~ have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP Certificates have been made~~ A-3 on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates ~~has been~~ is reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates ~~has been~~ is reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates ~~has been~~ is reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect~~ Amount of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates ~~has been~~ is reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates ~~has been~~ is reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates ~~has been~~ is reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates ~~has been~~ is reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class HJ-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR ~~Certificates~~ and Class G-RR Certificates have been reduced to zero, to the Holders of the Class HJ-RR Certificates, in reduction of the Certificate Balance tthereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR and Class G-RR Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class J-RR Certificates is reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class J-RR Certificates, first, (i) up to an amount equal to the aggregate unreimbursed Realized Losses previously allocated to such Class, then, (ii) in an amount equal to all accrued and unpaid interest on the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates, in respect of the Class UR Interest, the amount, if any, of the Available Funds remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Periodic Payments, Balloon Payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Funds for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved]. (c) On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of principal or reimbursement of Realized Losses in an amount equal to the amount of principal or reimbursement of Realized Losses actually distributable to the Holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(d), 4.01(f) and 4.01(i) such that at all times the Lower-Tier Principal Amount of each Class of Lower-Tier Regular Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates plus a pro rata portion of the Interest Distribution Amount in respect of (i) in the case of the Class LA1, Class LA2, and Class LA3 Uncertificated Interests, the Class X-A Certificates, (ii) in the case of the Class LAS, Class LB and Class LC Uncertificated Interests, the Class X-B Certificates and (iii) in the case of the Class LD Uncertificated Interests, the Class X-D Certificates, Certificates, in each case, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-Through Rate of the Related Certificates and a notional amount equal to its related Lower-Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Lower-Tier Regular Interest shall equal the Certificate Balance of the Related Certificates with respect thereto, as adjusted for the allocation of Realized Losses, as provided in Sections 4.04(b) and 4.04(c). The initial principal balance of each Lower-Tier Regular Interest shall equal the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to each Lower-Tier Regular Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Di

Appears in 4 contracts

Sources: Pooling and Servicing Agreement (BMO 2026-5c15 Mortgage Trust), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2026-5c9), Pooling and Servicing Agreement (Benchmark 2026-V22 Mortgage Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(c) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class~~ X-A Certificates, the Class X-BP B Certificates, the Class X-D Certificates, the Class X-E Certificates and the Class X-B F Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 ~~Certificates, the~~ Certificates and Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP~~ Certificates in reduction of ~~the~~ their Certificate ~~Balances thereof~~Balances: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution ~~Amount and~~ Amount, until the outstanding Certificate Balance of the Class A-1 Certificates is reduced to zero; (~~if applicable~~2) second, to the ~~Group 2~~ Holders of the Class A-2 Certificates in an amount up to the Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclause~~ sub-clause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-1~~ A-2 Certificates ~~has been~~ is reduced to zero; and (3) third, to the Holders of the Class ~~A-2~~ A-3 Certificates in an amount up equal to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-2~~ A-3 Certificates ~~has been~~ is reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; zero and (II) on or after the Cross-Over Date, to the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates, pro rata (based on upon their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 ~~Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class ~~A-BP Certificates~~A-3 Certificates first, ~~first~~ (i) up to an amount equal ~~to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ to, and pro rata (~~based upon~~ in accordance with the aggregate unreimbursed Realized Losses previously allocated to each such Class), ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates~~A-1, Class A-2 ~~Certificates,~~ and Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates ~~has been~~ is reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates ~~has been~~ is reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates ~~has been~~ is reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect~~ Amount of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates ~~has been~~ is reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates ~~has been~~ is reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates, the Class D Certificates and the Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates ~~has been~~ is reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates ~~has been~~ is reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR~~ R Certificates, in respect of ~~interest~~the Class UR Interest, up the amount, if any, of the Available Funds remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Periodic Payments, Balloon Payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Funds for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved]. (c) On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of principal or reimbursement of Realized Losses in an amount equal toto the amount of principal or reimbursement of Realized Losses actually distributable to the Holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(d), 4.01(f) and 4.01(i) such that at all times the Lower-Tier Principal Amount of each Class of Lower-Tier Regular Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of ~~such Class~~ its Related Certificates plus a pro rata portion of ~~Certificates for such~~ the Interest Distribution ~~Date;~~ Amount in respect of (~~xxvi~~i) ~~twenty-sixth, after~~ in the ~~Certificate Balances~~ case of the Class LA1, Class LA2 and Class LA3 Uncertificated Interests, the Class X-A Certificates, (ii) in the case of the Class LAS, Class LB and Class LC Uncertificated Interests, the Class X-B Certificates, (iii) in the case of the Class ~~C Certificates~~LD Uncertificated Interests, the Class X-D Certificates, (iv) in the case of the Class ELE Uncertificated Interests, the Class X-RR E Certificates and (v) in the case of the Class LF Uncertificated Interests, the Class X-F Certificates, ~~Class F~~in each case, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-RR Through Rate of the Related Certificates and ~~Class G~~a notional amount equal to its related Lower-RR Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Lower-Tier Regular Interest shall equal the Certificate Balance of the Related Certificates ~~have been reduced~~ with respect thereto, as adjusted for the allocation of Realized Losses, as provided in Sections 4.04(b) and 4.04(c). The initial principal balance of each Lower-Tier Regular Interest shall equal the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to ~~zero,~~ each Lower-Tier Regular Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Prepayment Premiums and Yield Maintenance Charges pursuant to Section 4.01(e)(iii) shall be distributed to the Holders of the Class HR Certificates in respect of the Class LR Interest (but only to the extent of the Available Funds for such Distribution Date remaining in the Lower-Tier REMIC Distribution Account, if any). (d) While the Certificate Balance of any Class of Certificates is reduced to zero, such Class shall not be entitled to any further distributions in respect of interest or principal other than reimbursement of Realized Losses with interest and other amounts provided for in this Section 4.01. (i) On each Distribution Date, Prepayment Premiums and Yield Maintenance Charges, if any, collected in respect of any Mortgage Loan or REO Loan during the related Collection Period, in each case net of any Liquidation Fees or Workout Fees payable therefrom, shall be distributable as follows: (i) to each of the Class A-1, Class A-2, Class A-3, Class A-S, Class B, Class C, Class D, Class E, Class F and Class G-RR Certificates, ~~in reduction of the Certificate Balance t~~

Appears in 4 contracts

Sources: Pooling and Servicing Agreement (Benchmark 2026-V22 Mortgage Trust), Pooling and Servicing Agreement (BBCMS Mortgage Trust 2026-5c41), Pooling and Servicing Agreement (Wells Fargo Commercial Mortgage Trust 2026-5c9)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular Interests~~Interests (other than the Class LP Uncertificated Interest), and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ A-4A1 Certificates and the Class A-4A2 Certificates, pro rata (based upon their respective Certificate Balance as of such Distribution Date) in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-4~~ A-4A1 Certificates ~~has~~ and the Class A-4A2 Certificates have been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b6) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount ~~for such Distribution Date and, after~~ (or the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount portion thereof remaining after ~~payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ any distributions specified in subclauses (1) (2) (3) (4) (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class ~~A-4~~A-4A1, Class ~~A-AB~~ A-4A2, Class A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class ~~A-1~~A-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4~~A-4A1, Class ~~A-AB~~ A-4A2, Class A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class ~~A-4~~ A-4A1 Certificates, Class ~~A-AB~~ A-4A2 Certificates, Class A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4~~A-4A1, Class ~~A-AB~~ A-4A2, Class A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect ~~of such Class of Certificates for~~ to such Distribution Date~~; (xxvi) twenty-sixth~~. If, ~~after~~ in connection with any Distribution Date, the Certificate ~~Balances~~ Administrator has reported the amount of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tan anticipate

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C21), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C19), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C18)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds for such Distribution Date remaining in the Distribution Account after withdrawal pursuant to Sections 4.03 and 4.05 shall be withdrawn by the Trustee from the Distribution Account, to the extent of funds available therefor, and distributed as directed in accordance with the ~~Available Funds~~ Remittance Report for such Distribution Date, ~~the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account~~ in the ~~amounts and priorities~~ manner set forth in ~~Section 4.01(d~~clauses (i), (ii) ~~with respect to each Class of Lower-Tier Regular Interests,~~ and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority(iii) below: (i) The Trustee shall apply Interest Funds for such Distribution Date as follows: first, to the Class A Certificates, the Interest Distribution Amount for such Class for such Distribution Date; second, from remaining Interest Funds, to the Class A Certificates, any Interest Carry Forward Amount for such Class for such Distribution Date; third, from remaining Interest Funds, to the Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, the Class M-5 Certificates, the Class M-6 Certificates and the Class M-7 Certificates, sequentially, in that order, the Interest Distribution Amount for each such Class for such Distribution Date; fourth, from remaining Interest Funds, to the Class M-1 Certificates, the Class M-2 Certificates, the Class M-3 Certificates, the Class M-4 Certificates, the Class M-5 Certificates, the Class M-6 Certificates and the Class M-7 Certificates, sequentially, in that order, any Interest Carry Forward Amounts for each such Class for such Distribution Date; fifth, from remaining Interest Funds, the amount of Excess Spread for such Distribution Date as is necessary to have the Overcollateralized Amount for such Distribution Date equal the Overcollateralization Target Amount for such Distribution Date, which amount will be the Extra Principal Distribution Amount for such Distribution Date and will be included as part of the Principal Distribution Amount for such Distribution Date; and sixth, from remaining Interest Funds, any Remaining Excess Spread for such Distribution Date will be added to any Overcollateralization Release Amount for such Distribution Date, will be included in Net Monthly Excess Cashflow for such Distribution Date and will be applied on such Distribution Date as described under clause (iii) below. Notwithstanding the above, on the first Distribution Date, all Excess Spread will be paid to the Holders of the Class ~~A-1~~ B-IO Certificates. On any Distribution Date, any shortfalls on Mortgage Loans resulting from the application of the Relief Act or similar state laws, and any related Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated, first, in reduction of amounts otherwise distributable to the Class B-IO Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ and ~~the Class X-B Certificates~~thereafter, in ~~respect~~ reduction of ~~interest~~the Interest Distribution Amount payable to the Certificates on such Distribution Date, ~~concurrently~~on a pro rata basis, based on the respective amounts of interest accrued on such Certificates for such Distribution Date. The holders of the Certificates shall not be entitled to reimbursement for any such interest shortfalls. (ii) The Trustee shall apply the Principal Distribution Amount for such Distribution Date as follows: (A) for each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: first, to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard~~ until the Certificate Principal Balance thereof is reduced to ~~Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~zero; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the ~~Holders~~ extent of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, ~~until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ to the Class ~~A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1~~ M-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-1 Certificates has been~~ thereof is reduced to zero; ~~(3)~~ third, to the ~~Holders~~ extent of remaining Principal Distribution Amount, to the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)M-2 Certificates, until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-2 Certificates has been~~ thereof is reduced to zero; ~~(4)~~ fourth, to the ~~Holders~~ extent of remaining Principal Distribution Amount, to the Class ~~A-3~~ M-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-3 Certificates has been~~ thereof is reduced to zero; ~~(5)~~ fifth, to the ~~Holders~~ extent of remaining Principal Distribution Amount, to the Class ~~A-4~~ M-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance thereof is reduced to zero; sixth, to the extent of remaining Principal Distribution Amount, to the Class ~~A-4 Certificates has been~~ M-5 Certificates, until the Certificate Principal Balance thereof is reduced to zero; seventh, to the extent of remaining Principal Distribution Amount, to the Class M-6 Certificates, until the Certificate Principal Balance thereof is reduced to zero; and ~~(6) sixth~~eighth, to the ~~Holders~~ extent of ~~the Class A-AB Certificates, in an amount up to the Group 1~~ remaining Principal Distribution ~~Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Amount, ~~(2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ to the Class ~~A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP~~ M-7 Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Principal Balance ~~of the Class A-BP Certificates has been~~ thereof is reduced to zero~~; and~~ . (IIB) For each Distribution Date on or after the ~~Cross-Over~~ Stepdown Date, so long as a Trigger Event is not in effect: first, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates, ~~pro rata (based on their respective Certificate Balances) in an amount equal to~~ the Class A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ thereof is reduced to zero; second, ~~without regard~~ to the Class ~~A-AB Scheduled~~ M-1 Certificates, from any remaining Principal Distribution Amount, the Class M-1 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~or Asset Groups;~~thereof is reduced to zero; third, to the Class M-2 Certificates, from any remaining Principal Distribution Amount, the Class M-2 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; fourth, to the Class M-3 Certificates, from any remaining Principal Distribution Amount, the Class M-3 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; fifth, to the Class M-4 Certificates, from any remaining Principal Distribution Amount, the Class M-4 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; sixth, to the Class M-5 Certificates, from any remaining Principal Distribution Amount, the Class M-5 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; seventh, to the Class M-6 Certificates, from any remaining Principal Distribution Amount, the Class M-6 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and eighth, to the Class M-7 Certificates, from any remaining Principal Distribution Amount, the Class M-7 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (iii) ~~third, to the Holders of the Class A-1 Certificates~~On each Distribution Date, the ~~Class A-2 Certificates,~~ Trustee will withdraw from the ~~Class A-3 Certificates,~~ Distribution Account the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate Net Monthly Excess Cashflow for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Date and any Excess Yield Maintenance Amount ~~in respect of such Class of Certificates~~ for such Distribution Date~~; (v) fifth~~, ~~after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates~~ and ~~Class A-BP Certificates have been reduced to zero~~apply such amounts as follows: first, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, to the extent not fully paid pursuant to subclause second under clause (i) above, any remaining unpaid Interest Carry Forward Amount for such Class ~~B Certificates~~ for such Distribution Date; second, from any remaining Net Monthly Excess Cashflow and ~~Class C Certificates have been reduced to zero~~any remaining Excess Yield Maintenance Amount, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, any Allocated Realized Loss Amount for such Class B for such Distribution Date; third, from any remaining Net Monthly Excess Cashflow and any remaining Excess Yield Maintenance Amount, to the Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates and Class ~~C Certificates have been made~~ M-7 Certificates, sequentially, in that order, to the extent not fully paid pursuant to subclause fourth under clause (i) above, any remaining unpaid Interest Carry Forward Amount for such respective Class and such Distribution Date; fourth, from any remaining Net Monthly Excess Cashflow and any remaining Excess Yield Maintenance Amount, first to the Basis Risk Reserve Fund, and then from the Basis Risk Reserve Fund to the extent of funds available on such Distribution Date), ~~until~~ the ~~outstanding Certificate Balance of~~ amounts required for distribution in accordance with the ~~Class D Certificates has been reduced to zero; (xv) fifteenth~~next two succeeding priorities; fifth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, any unpaid Basis Risk Carry Forward Amounts for such Class and such Distribution Date; sixth, to the Class B M-1 Certificates, ~~the~~ Class C M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates and Class ~~D Certificates have been reduced to zero~~M-7 Certificates, sequentially, in that order, any unpaid Basis Risk Carry Forward Amounts for such respective Class and such Distribution Date; seventh, from any remaining Net Monthly Excess Cashflow and any remaining Excess Yield Maintenance Amount, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, such Certificates' allocated share of any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest and any shortfalls resulting from the application of the Relief Act or similar state laws, in each case without interest accrued thereon; eighth, from any remaining Net Monthly Excess Cashflow and any remaining Excess Yield Maintenance Amount, to the Class B M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates and Class M-7 Certificates, sequentially, in that order, such respective Certificates' allocated share of any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest and any shortfalls resulting from the application of the Relief Act or similar state laws, in each case without interest accrued thereon; ninth, from any remaining Net Monthly Excess Cashflow and any remaining Excess Yield Maintenance Amount, to the Class B-IO Certificates, the Class ~~C Certificates~~ B-IO Distribution Amount and ~~Class D Certificates have been made on such Distribution Date)~~the remaining Excess Yield Maintenance Amount; and tenth, ~~until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth~~any remaining amounts, to the ~~Holders~~ Residual Certificates based on the related REMIC in which such amounts remain. (b) Subject to Section 10.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least five (5) Business Days prior to the related Record Date or, if not, by check mailed by first class mail to such Certificateholder at the address of such holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates registered in the name of a Depository shall be made to such Depository in immediately available funds. (c) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date, the Master Servicer shall deliver to the Trustee with respect to all Mortgage Loans, a report in electronic format (or by such other means as the Master Servicer and the Trustee may agree from time to time) containing such data and information, as agreed to by the Master Servicer and the Trustee such as to permit the Trustee to prepare the Monthly Statement to Certificateholders and to direct the Trustee in writing to make the required distributions for the related Distribution Date (the "Remittance Report"). (d) On each Distribution Date, the Trustee will distribute to the Class EB-~~RR Certificates, first up to an amount equal to~~ IO Certificateholders any Prepayment Charges on deposit in the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tAccount.

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (Bsabs 2005-1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities Trust 2005-2), Pooling and Servicing Agreement (Bsabs 2005-1)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date)Amount, until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b7) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution DateAmount, until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest~~the Class UR Interest, up the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved] (c) [Reserved] (d) On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of principal or reimbursement of Collateral Support Deficit in an amount equal toto the amount of principal or reimbursement of Collateral Support Deficit actually distributable to the holders of the respective Related Certificates as provided in Sections 4.01(a), (e), 4.01(g) and 4.01(j) such that at all times the Lower-Tier Principal Amount of each Class of Uncertificated Lower-Tier Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of ~~such Class~~ its Related Certificates plus a pro rata portion of ~~Certificates for such~~ the Interest Distribution ~~Date;~~ Amount in respect of (~~xxvi~~i) ~~twenty-sixth, after~~ in the ~~Certificate Balances~~ case of the Class ~~A Certificates~~LA1, Class LA2, Class LA3, Class LA4, Class LA5, Class LASB and Class LAS Uncertificated Lower-Tier Interests, the Class X-A Certificates and (ii) in the case of the Class LB, Class LC, Class LD, Class LE, Class LF and Class LNR Uncertificated Interests, the Class X-B Certificates, ~~Class C Certificates, Class D Certificates, Class E~~computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-~~RR Certificates, Class F-RR~~ Through Rate of the Related Certificates and ~~Class G~~a notional amount equal to its related Lower-RR Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest shall equal the Certificate Balance of the Related Certificates ~~have been reduced~~ with respect thereto, as adjusted for the allocation of Collateral Support Deficits, as provided in Sections 4.04(b) and 4.04(c), of Certificate Deferred Interest as provided in Section 4.06. The initial principal balance of each Uncertificated Lower-Tier Interest shall equal the respective Original Lower-Tier Principal Amount. The pass through rate with respect to ~~zero,~~ each Uncertificated Lower-Tier Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Yield Maintenance Charges pursuant to Section 4.01(f)(iii) shall be distributed to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in ~~reduction~~ respect of the Class LR Interest (but only to the extent of the Available Distribution Amount for such Distribution Date remaining in the Lower-Tier REMIC Distribution Account, if any). (e) On and after the Distribution Date on which the Certificate Balances of the Subordinate Certificates have all been reduced to zero, any amounts representing reimbursements of Collateral Support Deficits previously allocated to such Classes, if available, will be distributed to the Senior Certificates pro rata based on their respective Certificate Balances. (i) On each Distribution Date, Yield Maintenance Charges payable with respect to the Mortgage Loans calculated by reference to a U.S. treasury rate collected during the related Due Period will be distributed by the Certificate Administrator to the Holders of each Class of Regular Certificates (excluding the Class E, Class F and Class NR Certificates) in the following manner: (1) pro rata, between (x) the Certificates in YM Group A, and (y) the Certificates in YM Group B, based upon the aggregate of principal distributed to the Classes of Principal Balance tCertificates in each such YM Group on such Distribution Date, and (2) as

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C10), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C10), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C10)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Centreville Square Distribution Amount from the Centreville Square REMIC Distribution Account and the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in ~~Section~~ Sections 4.01A and 4.01(d) with respect to each Class of ~~Lower-Tier~~ Uncertificated Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class ~~A-1~~▇-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 ~~Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of ~~such Class~~ an anticipated distribution to DTC based on the receipt of ~~Certificates~~ payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date~~; (xxvi) twenty-sixth~~, ~~after~~ the Master Servicer shall promptly notify the Certificate ~~Balances~~ Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the ~~Class A Certificates~~Master Servicer, ~~Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to~~ the ~~Holders of the Class H-RR Certificates, in reduction of~~ Special Servicer or the Certificate ~~Balance t~~Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2014-C20), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C19), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C19)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates and the Class A-~~AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ SB Certificates and the Class ~~X-B~~ A-2FL Regular Interest, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date, (B) to the Holders of the Class A-1A Certificates, in respect of interest, ~~concurrently, as follows:~~ from the Loan Group 2 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date and (AC) to the Holders of the Class ~~A-1~~ X-1 Certificates and the Class X-2 Certificates, ~~Class A-2 Certificates~~in respect of interest, ~~Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ up to an amount equal to the ~~Group 1 Assets~~ Interest Distribution Amount payable in respect of such Classes of Certificates for such Distribution Date; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Interest Distribution Amount provided above, payable in respect of any Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest or Class X Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest and the Class X Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB SB Certificates and the Class ~~A-BP~~ A-1A Certificates and the Class A-2FL Regular Interest in reduction of the Certificate Balances thereof, concurrently: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1A)(1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount~~and, ~~until~~ after the outstanding Certificate Balance of the Class ~~A-AB~~ A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after the payments specified in clause (B) below have been made on such Distribution Date, until the Certificate Balance of the Class A-SB Certificates is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclause~~ clause (1A)(1) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates and the Class A-2FL Regular Interest, pro rata, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1) and (2) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate ~~Balance~~ Balances of the Class A-2 Certificates ~~has~~ and the Class A-2FL Regular Interest have been reduced to zero; (4) fourth, to the Holders of the Class ~~A-3 Certificates~~A-3, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2) and (3) above and (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3) and (4) above and (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; and~~ , (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (5) above and (B) below have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class A-~~AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ SB Certificates has been reduced to ~~zero;~~ zero and (bB) to the Holders of the Class ~~A-BP~~ A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount ~~for such Distribution Date~~ and, after the Certificate ~~Balances~~ Balance of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class~~ A-4 ~~Certificates~~ and Class A-AB SB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates~~(2), ~~Class A-3 Certificates~~(3), ~~Class A-4 Certificates~~ (4), (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB SB Certificates and Class A-1A Certificates and the Class A-2FL Regular Interest, pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to each such Class), until all amounts of Collateral Support Deficit previously allocated to such Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-BP M Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class A-M Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest have been reduced to zero, to the Holders of the Class A-S M Certificates in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇,~~ A Certificates (other than the Class ~~A-3,~~ A-2FL Certificates) and the Class ~~A-4, Class A-AB and Class A-BP Certificates have been made~~ A-2FL Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S M Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-~~S Certificates, first up to an amount equal to the aggregate~~ M Certificates until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-M Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of ~~the~~ Class B A-J Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest and the Class A-M Certificates have been reduced to zero, to the Holders of the Class B A-J Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest and the Class A-M Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class B A-J Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B A-J Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-J Certificates but not previously reimbursed, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~have been reimbursed in full; (x) tenth, to the Holders of the Class C B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates ~~and~~ (other than the Class B A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates and Class A-J Certificates have been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~and~~ (other than the Class B A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates ~~have been made~~ and Class A-J Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class C B Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class ~~D Certificates and Class X-D~~ C Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates and Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates and Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~xix) ~~sixteenth~~nineteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xvii~~xx) ~~seventeenth~~twentieth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, ~~the~~ Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, ~~the~~ Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (~~xviii~~xxi) ~~eighteenth~~twenty-first, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~xxii) ~~nineteenth~~twenty-second, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxxiii) ~~twentieth~~twenty-third, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (~~xxi~~xxiv) twenty-~~first~~fourth, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xxv) twenty-~~second~~fifth, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xxvi) twenty-~~third~~sixth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A ~~Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR~~ Certificates ~~and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of~~ (other than the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tA-2FL Certificate

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (Jp Morgan Chase Commercial Mortgage Securities Corp), Pooling and Servicing Agreement (Jp Morgan Chase Commercial Mortgage Securities Corp), Pooling and Servicing Agreement (Jp Morgan Chase Commercial Mortgage Securities Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Paying Agent shall apply an amount equal to the ~~extent of the~~ Available ~~Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) to the Non-PO Class A Certificateholders, all distributable amounts up to the sum of (A) the Aggregate Class A Interest Accrual Amount and (B) the Aggregate Class A Interest Shortfall; (ii) the balance, if any, of the Available Distribution Amount shall be allocated, first, pro rata (in accordance with the maximum amounts distributable in accordance with this paragraph (ii)) and concurrently between (A) the Non-PO Class A Certificateholders, the amounts distributable pursuant to paragraph (b)(ii)(A) below, up to the ~~Holders of the~~ Non-PO Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~ A Optimal Principal Amount and (B) the Class A-~~AB Certificates~~P Certificateholders, the Class A-~~BP Certificates~~P Amount, in accordance with paragraph (b)(ii)(B) below and second, to the Class A-P Certificateholders, the Class XA-~~A Certificates~~P Shortfall Amount, in accordance with paragraph (b)(iii) below; (iii) to the Class M Certificateholders, the ~~Class X-BP Certificates~~ balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) and (ii) above, in accordance with, and up to the amount calculated pursuant to, Section 6.01(c) below; (iv) to the Class X-B ~~Certificates~~Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) through (iii) above, in ~~respect~~ accordance with, and up to the amounts calculated pursuant to, Section 6.01(d) below; and (v) to the Class A-R Certificateholders the balance, if any, of ~~interest, concurrently,~~ the Available Distribution Amount remaining after the distributions provided for in paragraphs (i) through (iv) above. (b) Amounts payable to the Class A Certificateholders on any Distribution Date shall be distributed as follows: (i) to the extent the amount available for distribution pursuant to paragraph (a)(i)(A) above is sufficient: (A) to the Class A-1 ~~Certificates~~Certificateholders, (1) the Class ~~A-2 Certificates,~~ A-1 Interest Accrual Amount plus (2) the Class ~~A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ A-1 Shortfall from the ~~portion of Available Funds attributable to the Group 1 Assets for such~~ preceding Distribution Date~~, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~; (B) to the Class A-2 Certificateholders, (1) the Class A-2 Interest Accrual Amount plus (2) the Class A-2 Shortfall from the preceding Distribution Date; (C) to the Class A-3 Certificateholders, (1) the Class A-3 Interest Accrual Amount plus (2) the Class A-3 Shortfall from the preceding Distribution Date; (D) to the Class A-4 Certificateholders, (1) the Class A-4 Interest Accrual Amount plus (2) the Class A-4 Shortfall from the preceding Distribution Date; (E) to the Class A-~~BP Certificate~~R Certificateholder, (1) the Class A-R Interest Accrual Amount plus (2) the Class A-R Shortfall from the preceding Distribution Date; (F) to the Class A-X Certificateholders, (1) the Class A-X Interest Accrual Amount plus (2) the Class A-X Shortfall from the preceding Distribution Date; and (ii) concurrently, (A) to the Non-PO Class A Certificateholders, up to the Non-PO Class A Optimal Principal Amount, allocated among the Non-PO Class A Certificates in accordance with the Non-PO Class A Principal Payment Rules and (B) to the Class A-P Certificateholders, the Class A-P Amount; (iii) to the Class A-P Certificateholders, the Class A-P Shortfall Amount; provided, however, that any amounts distributed pursuant to this Section 6.01(b)(iii) shall not cause a further reduction in the Outstanding Certificate Principal Balance of the Class A-P Certificates; and (iv) If the Available Distribution Amount is insufficient to make the distributions set forth in paragraph (b)(i) above, the Paying Agent shall distribute the Available Distribution Amount to the Non-PO Class A Certificateholders pro rata in accordance with the amounts otherwise distributable to them pursuant to paragraph (b)(i)(A)-(F) above. (c) Amounts payable on any Distribution Date to the Class M Certificateholders shall be distributed up to an amount equal to (A) the Class M Interest Accrual Amount plus (B) the Class M Shortfall from the preceding Distribution Date plus (C) the portion of ~~Available Funds attributable~~ the Subordinated Optimal Principal Amount allocable (pursuant to Section 6.01(e)) to the ~~BP Freely Prepayable Note~~ Class M Certificates plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class M Certificates. (d) Amounts payable on any Distribution Date to the Class B Certificateholders pursuant to Section 6.01(a)(iv) shall be distributed in ~~Asset Group 2 for such Distribution Date~~the following priority: (1) first, to the Class B-1 Certificateholders, up to an amount equal to (A) the Class B-1 Interest Accrual Amount plus (B) the Class B-1 Shortfall from the preceding Distribution ~~Amount for such Class; and~~ Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~X-A Certificates, Class X-BP~~ B-1 Certificates ~~and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in accordance ~~with, the respective Interest Distribution Amount for such Classes; provided, however, if on~~ with Section 6.01(e) plus (D) any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid Carry-over Subordinated Principal Amounts with respect to the Class ~~A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of~~ B-1 Certificates ~~up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~ plus (iiE) ~~second, to the Holders~~ any portion of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) Subordinated Optimal Principal Amount allocated to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ M Certificates ~~and Class A-AB Certificates,~~ in ~~an amount up to~~ excess of the ~~Group 1~~ Outstanding Certificate Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on~~ such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; Class; (2) second, to the ~~Holders~~ Class B-2 Certificateholders, up to an amount equal to (A) the Class B-2 Interest Accrual Amount plus (B) the Class B-2 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-1 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-2 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-2 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-1 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-1 Certificates has been reduced to zero;~~ such Class; (3) third, to the ~~Holders~~ Class B-3 Certificateholders, up to an amount equal to (A) the Class B-3 Interest Accrual Amount plus (B) the Class B-3 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~A-2~~ B-3 Certificates in ~~an amount up~~ accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the ~~Group 1~~ Class B-3 Certificates plus (E) any portion of the Subordinated Optimal Principal ~~Distribution~~ Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-2 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-2 Certificates has been reduced to zero;~~ such Class; (4) fourth, to the ~~Holders~~ Class B-4 Certificateholders, up to an amount equal to (A) the Class B-4 Interest Accrual Amount plus (B) the Class B-4 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-3 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-4 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-4 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-3 Certificates in excess of the Outstanding Certificate Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of ~~the Class A-3 Certificates has been reduced to zero~~such Class; and (5) fifth, to the ~~Holders of the~~ Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interestB-5 Certificateholders, up to an amount equal to (A) the Class B-5 Interest Accrual Amount plus (B) the Class B-5 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class B-5 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class B-5 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount allocated to the Class B-4 Certificates in excess of the Outstanding Certificate Principal Balance of such ~~Class~~ Class. (e) On each Distribution Date, the Subordinated Optimal Principal Amount shall be allocated among the Classes of Subordinated Certificates ~~for~~ entitled, pursuant to the next succeeding sentence, to an allocation of principal on such Distribution Date~~; (v) fifth~~, ~~after~~ pro rata based upon the Outstanding Certificate Principal Balances of all such Classes so entitled. With respect to the ~~Class A-1~~ Subordinated Certificates, on each Distribution Date, principal shall be distributable to (1) any Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ of Subordinated Certificates which has current Credit Support (before giving effect to any distribution of principal and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any ~~distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made~~ Realized Losses allocable on such Distribution Date) ~~until~~ greater than or equal to the Original Credit Support for such Class; (2) the Class having the lowest numerical class designation of any outstanding ~~Certificate Balance~~ Class of Subordinated Certificates which does not meet the criteria in (1) above; and (3) the Class B-5 Certificates if all other outstanding Classes of Subordinated Certificates meet the criteria in (1) above or if no other Class of Subordinated Certificates is outstanding; provided, however, that no Class of Subordinated Certificates shall receive any distributions of principal if any Class of Subordinated Certificates having a lower numerical class designation than such Class fails to meet the criteria in (1) above. For purposes of this paragraph, the Class M Certificates shall be deemed to have a lower numerical class designation than each Class of Class B Certificates. (f) The Servicer shall make all calculations necessary to make the distributions described in this Section 6. 01. All distributions made to Certificateholders of any Class on each Distribution Date will be made to the Certificateholders of the respective Class of record on the next preceding Record Date, except that the final distribution with respect to each Class shall be made as provided in the forms of Certificates. All distributions made to Certificateholders shall be based on the Percentage Interest of the Class ~~A-S Certificates~~ represented by their respective Certificates, and shall be made either by transfer in immediately available funds to the account of such Holder at a bank or other financial or depository institution having appropriate facilities therefor, if such Holder has so notified the Trustee or, if a Paying Agent has been ~~reduced to zero; (vi) sixth~~appointed under Section 4.05, the Paying Agent, in writing at least 10 Business Days prior to the ~~Holders of the Class A-S Certificates,~~ first up Distribution Date for which distribution by wire transfer is to ~~an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to~~ be made and such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect Holder's Certificates of such Class ~~of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates,~~ in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate evidence an original denomination of ~~unreimbursed Realized Losses previously allocated to~~ not less than $5,000,000 or such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Holder holds a 100% Percentage Interest ~~Distribution Amount in respect~~ of such Class or, if not, by check mailed to the address of ~~Certificates for such Distribution Date; (xi) eleventh, after~~ the Person entitled thereto as it appears on the Certificate ~~Balances~~ Register, except that the final distribution in retirement of the ~~Class A~~ Certificates will be made only upon presentation and ~~the Class B Certificates have been reduced to zero, to the Holders~~ surrender of the ~~Class C~~ Certificates at the office specified in ~~reduction of~~ the final Distribution Notice. If on any Determination Date, the Servicer determines that there are no Mortgage Loans outstanding and no other funds or assets in the Trust Fund other than the funds in the Certificate ~~Balance thereof~~Account, ~~up to an amount equal to~~ the ~~Principal Distribution Amount (~~Trustee or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates if a Paying Agent has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance withappointed under Section 4.05, the ~~respective Interest Distribution Amounts~~ Paying Agent shall promptly send the final distribution notice to each Certificateholder specifying the manner in ~~respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after~~ which the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tfinal distribution will be made.

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (Chase Mortgage Finance Corp), Pooling and Servicing Agreement (Chase Mortgage Finance Corp), Pooling and Servicing Agreement (Chase Mortgage Finance Corp)

Distributions. (ai) ~~[Reserved] (b) On each Distribution Date, to~~ Beginning with the ~~extent of~~ first Quarter ending after the ~~Available Funds for such Distribution~~ Series I Original Issue Date, the ~~Certificate Administrator~~ Series I Holders as of the applicable Record Date (each, a “Series I Distribution Record Date”) shall be ~~deemed~~ entitled to ~~transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account~~ receive distributions in ~~the amounts and priorities set forth in Section 4.01(d)~~ accordance with ~~respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in~~ the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as followsprovisions: (A) The Partnership shall pay a cumulative distribution of $0.2111 per Quarter in respect of each Outstanding Series I Preferred Unit, subject to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata adjustment in accordance ~~with~~with Sections 5.26(c)(i) and (ii) (the “Series I Preferred Unit Distribution Rate” and such distribution, a “Series I Distribution”). For the avoidance of doubt, the ~~respective Interest~~ Series I Preferred Unit Distribution ~~Amount~~ Rate for the first Quarter ending after the Series I Original Issue Date shall be calculated for a full Quarter, notwithstanding the fact that the Series I Preferred Units may have been issued after the beginning of such ~~Classes;~~Quarter as a result of the Series I Original Issue Date occurring during such Quarter. (B) Each Series I Distribution paid for any Quarter shall be paid in cash at the Series I Preferred Unit Distribution Rate unless (x) no distribution is made with respect to such Quarter pursuant to Section 6.3 with respect to the ~~Class A-BP Certificate~~Series I Parity Securities and Series I Junior Securities (including the Common Units, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance withUnits, the ~~respective Interest Distribution Amount for such Classes~~Class B Units or the General Partner Interest) and (y) the Partnership’s Available Cash is insufficient to pay the Series I Distribution; provided, however, ~~if on~~ that for purposes of this Section 5.26(c)(i)(B), Available Cash shall not include any ~~Distribution Date,~~ deduction to provide funds for distributions under Section 6.3 in respect of any one or more of the ~~Available Funds are insufficient~~ next four Quarters. If the Partnership fails to pay in full in cash any distribution (or portion thereof) which any Series I Holder accrues and is entitled to receive pursuant to this Section 5.26(c)(i)(B), then (x) the ~~total~~ amount of ~~interest to be~~ such accrued and unpaid distributions will accumulate until paid ~~to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay~~ in full in cash and (y) the ~~total amount of interest to~~ Partnership shall not be ~~paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal~~ permitted to, and ~~pro rata~~ shall not, declare or make (i) any distributions in ~~accordance with~~respect of any Series I Junior Securities and (ii) any distributions in respect of any Series I Parity Securities, unless and until all accrued and unpaid distributions on the ~~respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups~~Series I Preferred Units have been paid in full in cash. (ii) ~~second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates~~ Notwithstanding anything in ~~reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a~~this Section 5.26(c) to the ~~Class A-1 Certificates~~contrary, ~~Class A-2 Certificates~~with respect to Series I Preferred Units that are converted into Common Units, ~~Class A-3 Certificates, Class A-4 Certificates~~ the holder thereof shall not be entitled to a Series I Distribution and ~~Class A-AB Certificates, in an amount up~~ a Common Unit distribution with respect to the ~~Group 1 Principal Distribution Amount for such Distribution Date and~~same period, ~~after~~ but shall be entitled only to the ~~Certificate Balance~~ distribution to be paid based upon the class of Units held as of the ~~Class A-BP Certificates has been reduced to zero,~~ close of business on the ~~Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution~~ applicable Record Date, in together with all accrued but unpaid distributions on the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups;converted Series I Preferred Units. (iii) ~~third~~Subject to and without limiting the other provisions of this Section 5.26, each Series I Preferred Unit shall have the right to receive, and will share pro rata with holders of Common Units (as if the ~~Holders~~ Series I Preferred Units had converted into Common Units at the then-applicable Series I Conversion Ratio) in, any portion of any cash distribution made in the normal course pursuant to Section 6.3 (a “Quarterly Distribution”) that is in excess of the ~~Class A-1 Certificates~~Series I Specified Distribution Amount. For purposes of this paragraph, “Series I Specified Distribution Amount” means an amount that is the ~~Class A-2 Certificates~~greater of (A) the amount of the highest previously paid Quarterly Distribution, on a per Common Unit basis, after the ~~Class A-3 Certificates~~date of the Energy Transfer Merger (as adjusted for combinations, splits, subdivision and similar transactions) and (B) the ~~Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an~~ amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders 115% of the ~~Class A-S Certificates~~Quarterly Distribution, ~~in respect of interest~~on a per Common Unit basis, ~~up to an amount equal to~~ for the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance timmediately preceding Quarter.

Appears in 3 contracts

Sources: Limited Partnership Agreement (Energy Transfer LP), Third Amended and Restated Agreement of Limited Partnership (Energy Transfer LP), Limited Partnership Agreement (Energy Transfer LP)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to through and including the ~~extent of~~ Final Distribution Date, the Trustee shall, based on, among other things, information provided by the Master Servicer and, if applicable, the Special Servicer, withdraw from the Collection Account and apply the Net Available ~~Funds~~ Distribution Amount for such Distribution Date, such application to be made for the ~~Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of remaining available funds: first, ~~each priority before making any distribution with respect to any succeeding priority:~~ concurrently, (i) ~~first~~from that portion, ~~to the Holders~~ if any, of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Net Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date ~~and~~attributable to Loan Group No. 1, ~~after the Certificate Balance~~ to make distributions of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, interest to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class~~ A-AB and Class ~~A-BP~~ A-4 Certificates, pro rata as among such Classes of Certificateholders in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates ~~is reduced~~ on such Distribution Date, in an amount equal to ~~zero~~all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, ~~without regard~~ to the ~~Class A-AB Scheduled Principal Balance or Asset Groups;~~ extent not previously paid, for all prior Distribution Dates, if any, (~~iii~~ii) ~~third~~from that portion, if any, of the Net Available Distribution Amount for such Distribution Date that is attributable to Loan Group No. 2, to make distributions of interest to the Holders of the Class ~~A-1~~ A-1A Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to~~ in an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the entire Net Available Distribution Amount for such Distribution Date, distributions of interest to the Holders of the Class X-CL and Class X-CP Certificates, pro rata in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates on such Distribution Date, in an amount equal to all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Net Available Distribution Amount for the subject Distribution Date or the applicable portion thereof attributable to either Loan Group is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates on such Distribution Date, then the entire Net Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, pro rata as among such Classes of Certificateholders in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates on such Distribution Date, up to an amount equal to all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; second, to make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates, in the following amounts and order of priority: (i) to the Holders of the Class A-1A Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire portion of the Adjusted Net Principal Distribution Amount for such Distribution Date attributable to Loan Group No. 2; (vii) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-~~S Certificates in reduction of the Certificate Balance thereof~~AB Certificates, up to an amount equal to the ~~Principal Distribution Amount~~ lesser of (or A) the ~~portion thereof remaining after any distributions in respect~~ excess, if any, of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate~~ Principal Balance of the Class A-S AB Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date, over the Class A-AB Planned Principal Balance for such Distribution Date, and (B) the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1A Certificates pursuant to subclause (i) of this clause second); (iii) to the Holders of the Class A-1 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (iv) to the Holders of the Class A-2 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (v) to the Holders of the Class A-3 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (vi) ~~sixth,~~ to the Holders of the Class A-S AB Certificates, ~~first~~ up to an amount ~~equal~~ (not to exceed the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders~~ Principal Balance of the Class ~~B Certificates~~A-AB Certificates outstanding immediately prior to such Distribution Date, in net of any distributions of principal made with respect to the Class A-AB Certificates on such Distribution Date pursuant to subclause (ii) of ~~interest~~this clause second), up to an amount equal to the ~~Interest~~ entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-AB Certificates and/or to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (vii) to the Holders of the Class A-4 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); and (viii) to the Holders of the Class A-1A Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, net of any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to subclause (i) of this clause second), up to an amount equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1A Certificates and/or to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); provided, however, that, notwithstanding the immediately preceding clauses (i) through (viii) of this clause second, on each Distribution Date coinciding with or following the Senior Class A Principal Distribution Cross-Over Date, and in any event on the Final Distribution Date, the Trustee shall, pursuant to this clause second, subject to remaining available funds, make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates, on a pro rata basis, in accordance with the respective Class Principal Balances of those Classes of Certificates outstanding immediately prior to such Distribution Date, until the Class Principal Balance of each such Class of Certificates has been reduced to zero (such distributions of principal to be made without regard to the Adjusted Net Principal Distribution Amount for such Distribution Date); third, to reimburse the Holders of the respective Classes of the Senior Class A Certificates, up to an amount equal to, and on a pro rata basis as among such Classes of Certificateholders in accordance with, the Loss Reimbursement Amount with respect to each such Class of Certificates for such Distribution Date; fourth, to make distributions of interest to the Holders of the Class A-M Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution ~~Date; (viii) eighth~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; fifth, after the ~~Certificate~~ Class Principal Balances of the respective Classes of the Senior Class A Certificates have been reduced to zero, to make distributions of principal to the Holders of the Class B A-M Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of the ~~Certificate~~ Class A-M Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the respective Classes of the Senior Class A Certificates pursuant to clause second of this Section 4.01(a)); provided, however, that, on the Final Distribution Date, the Trustee shall, pursuant to this clause fifth, subject to remaining available funds, make distributions of principal to the Holders of the Class A-M Certificates, until the Class Principal Balance ~~thereof~~of such Class of Certificates is reduced to zero; sixth, to reimburse the Holders of the Class A-M Certificates, up to an amount equal to the ~~Principal Distribution~~ Loss Reimbursement Amount ~~(or the portion thereof remaining after any distributions in~~ with respect to such Class of ~~the Class A~~ Certificates ~~have been made on~~ for such Distribution Date~~) until the Certificate Balance~~ ; seventh, to make distributions of ~~the Class B Certificates has been reduced to zero; (ix) ninth,~~ interest to the Holders of the Class B A-J Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date; (xi) eleventh~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; eighth, after the ~~Certificate Balances~~ Class Principal Balance of the Class A A-M Certificates ~~and the Class B Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~C Certificates in reduction~~ A-J Certificates, up to an amount (not to exceed the Class Principal Balance of the ~~Certificate~~ Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Net Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the respective Classes of the Senior Class A Certificates pursuant to clause second of this Section 4.01(a) and/or to the Holders of the Class A-M Certificates pursuant to clause fifth of this Section 4.01(a)); provided, however, that, on the Final Distribution Date, the Trustee shall, pursuant to this clause eighth, subject to remaining available funds, make distributions of principal to the Holders of the Class A-J Certificates, until the Class Principal Balance ~~thereof~~of such Class of Certificates is reduced to zero; ninth, to reimburse the Holders of the Class A-J Certificates, up to an amount equal to the ~~Principal Distribution~~ Loss Reimbursement Amount ~~(or the portion thereof remaining after any distributions in~~ with respect to such Class of ~~the Class A~~ Certificates ~~and the Class B Certificates have been made on~~ for such Distribution Date~~) until the Certificate Balance of the Class C Certificates has been reduced~~ ; and tenth, to ~~zero; (xii) twelfth,~~ make distributions to the Holders of the remaining Classes of the Regular Interest Certificates as provided in Section 4.01(b). All distributions of interest, if any, made with respect to either the Class C X-CL Certificates or the Class X-CP Certificates on any Distribution Date, pursuant to this Section 4.01(a), shall be made, and shall be deemed to have been made, in respect of the various REMIC III Components of the subject Class of Interest-Only Certificates, ~~first up to an amount equal~~ pro rata in accordance with the respective amounts of Distributable Component Interest in respect of such REMIC III Components for such Distribution Date and, to the ~~unreimbursed Realized Losses~~ extent not previously ~~allocated~~ deemed paid pursuant to ~~such Class~~this paragraph, ~~then interest on that amount at~~ for all prior Distribution Dates, if any. (b) On each Distribution Date, through and including the ~~Pass~~Final Distribution Date, after making the distributions with respect to the Senior Certificates, the Class A-~~Through Rate~~ M Certificates and the Class A-J Certificates provided for in Section 4.01(a), the Trustee shall, based on, among other things, information provided by the Master Servicer and, if applicable, the Special Servicer, apply the remaining portion, if any, of the Net Available Distribution Amount for such ~~Class compounded monthly from~~ Distribution to make the ~~date~~ distributions described in the ~~related Realized Loss was allocated to such Class; (xiii) thirteenth,~~ next paragraph to the Holders of the various Classes of the Class D B Through T Certificates, such distributions to be made sequentially among such Classes of Certificateholders in the alphabetic order of the Class designations of their respective Certificates (beginning with the Class B Certificates and ending with the Class ~~X-D~~ T Certificates), in each case to the extent of the Remaining Net Available Distribution Amount with respect to the subject Class of Certificates for such Distribution Date. On each Distribution Date, through and including the Final Distribution Date, the Holders of each Class of the Class B Through T Certificates will be entitled to receive, subject to the Remaining Net Available Distribution Amount with respect to such Class of Certificates for such Distribution Date, the following distributions in the following order of priority, in each case to the extent of the remaining available funds: first, distributions of interest, up to an amount equal to all Distributable Certificate Interest with respect to the subject Class of Certificates for such Distribution Date and, to the extent not previously received, for all prior Distribution Dates, if any; second, distributions of principal, up to an amount (not to exceed the Class Principal Balance of the subject Class of Certificates outstanding immediately prior to such Distribution Date) equal to the Remaining Adjusted Net Principal Distribution Amount with respect to the subject Class of Certificates for such Distribution Date (or, if such Distribution Date is the Final Distribution Date, then up to an amount equal to the entire Class Principal Balance of the subject Class of Certificates immediately prior to, and ~~pro rata~~ without regard to the Remaining Adjusted Net Principal Distribution Amount with respect to the subject Class of Certificates for, such Distribution Date); and third, reimbursements of any and all reductions made in ~~accordance with~~the Class Principal Balance of the subject Class of Certificates pursuant to Section 4.04(a), up to an amount equal to the ~~respective Interest Distribution Amounts in~~ Loss Reimbursement Amount with respect ~~of such~~ to the subject Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C7), Pooling and Servicing Agreement (Structured Asset Securities Corp Ii), Pooling and Servicing Agreement (Structured Asset Securities Corp Ii)

Distributions. (a) ~~[Reserved]~~On each Distribution Date the Securities Administrator shall distribute to each Certificateholder of record as of the next preceding Record Date (other than as provided in Section 9.01 respecting the final distribution) either in immediately available funds (by wire transfer or otherwise) to the account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Securities Administrator at least 5 Business Days prior to the related Record Date, or otherwise by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register, such Certificateholder’s share (based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder) of the amounts required to be distributed to such Holder pursuant to this Section 4.01. (b) ~~On each Distribution Date,~~ Distributions to ~~the extent~~ holders of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of ~~Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof~~ Certificates will be made on each Distribution Date from the ~~Upper-Tier REMIC Distribution Account~~ aggregate Available Funds in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first,~~ to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-~~A Certificates, ~~the Class X-BP Certificates and the Class X-B Certificates~~pro rata, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance withbased on entitlement, the ~~respective~~ Accrued Certificate Interest ~~Distribution Amount~~ for each such ~~Classes; (B) to the~~ Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date ~~shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with,~~ plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Dates with interest thereon at the ~~respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~related Pass-Through Rate; (ii) ~~second~~sequentially, to the ~~Holders of the~~ Class ~~A-1~~ M-1, ▇▇▇▇▇ ▇-▇, ▇lass M-3, Class M-4, Class M-5, Class M-6 and Class M-7 Certificates, ~~the Class A-2 Certificates~~in that order, the Accrued Certificate Interest for each such Class ~~A-3 Certificates, the Class A-4 Certificates, the Class~~ and such Distribution Date; (iii) (A~~-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I~~) for each Distribution Date prior to the ~~Cross-Over~~ Stepdown Date or on which a Trigger Event is in effect, in the following order of priority: (a1) ~~to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, ~~until~~ concurrently, to the ~~Certificate Balance~~ following Classes of ~~each~~ Certificates, based on the related Principal Distribution Amount as follows: (a) 80.00005569735173% of the Principal Distribution Amount, to the Class ~~A-1~~A-1 Certificates until their Certificate Principal Balances are reduced to zero; and: (b) 19.99994430264827% of the Principal Distribution Amount, concurrently, to the Class A-2, Class A-3~~, Class A-4, Class A~~-AB 1 and Class AA-3-~~BP Certificates is~~ 2 Certificates, pro rata, based on the Certificate Principal Balances thereof, until their respective Certificate Principal Balances are reduced to zero; (2) any remaining Principal Distribution Amount for such Distribution Date after distributions pursuant to clause (1) above, ~~without regard~~ sequentially, to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇M-1, ▇▇▇▇▇ ▇-▇, ~~Class A-3~~▇lass M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6 and Class ~~A-BP Certificates have been made on such Distribution Date)~~ M-7 Certificates, in that order, until ~~the outstanding~~ their respective Certificate ~~Balance of the Class A-S Certificates has been~~ Principal Balances are reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (American Home Mortgage Assets Trust 2006-5), Pooling and Servicing Agreement (American Home Mortgage Assets Trust 2006-5)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ Certificates and the Class ~~X-B~~ A-4 Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date, (B) to the Holders of the Class A-1A Certificates, in respect of interest, ~~concurrently, as follows:~~ from the Loan Group 2 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date and (AC) to the Holders of the Class ~~A-1~~ X Certificates, ~~Class A-2 Certificates~~in respect of interest, ~~Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ up to an amount equal to the ~~Group 1 Assets~~ Interest Distribution Amount payable in respect of such Classes of Certificates for such Distribution Date; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Interest Distribution Amount provided above, payable in respect of any Class A or Class X Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Class A and Class X Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, ~~the Class A-AB Certificates~~ and the Class ~~A-BP~~ A-1A Certificates in reduction of the Certificate Balances thereof: (IA)(1) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up equal to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclause (1) above~~ payments to the Holders of the Class A-1A Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; , then (32) ~~third~~to the holders of the Class A-2 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount and, after the outstanding Certificate Balances of the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Holders of the Class ~~A-2~~ A-1A and Class A-1 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (43) ~~fourth,~~ to the ~~Holders~~ holders of the Class A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balances of the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses (1)~~payments to the Holders of the Class A-1A, ~~(2)~~ Class A-1 and ~~(3) above~~ Class A-2 Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to ~~zero;~~ zero and then (54) ~~fifth,~~ to the ~~Holders~~ holders of the Class A-4 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balances of the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses (1)~~payments to the Holders of the Class A-1A, ~~(2)~~Class A-1, ~~(3)~~ Class A-2 and ~~(4) above~~ Class A-3 Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6B) ~~sixth,~~ to the Holders of the Class ~~A-AB~~ A-1A Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the~~ Loan Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate ~~Balances~~ Balance of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class~~ A-4 Certificates ~~and Class A-AB Certificates have~~ has been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments to the Holders of the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-2, Class A-3 ~~Certificates,~~ and Class A-4 ~~Certificates and Class A-AB~~ Certificates have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero~~; and~~ ; (IIiii) ~~on or after the Cross-Over Date~~third, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Holders of the Class A-1, Class A-2, Class A-3, Class A-4, ~~Class A-AB~~ and Class ~~A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1~~ A-1A Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~viii~~v) ~~eighth~~fifth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ixvi) ~~ninth~~sixth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvii) ~~tenth~~seventh, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A and Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A and Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A CertificatesA, Class B ~~Certificates~~ and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class B ~~Certificates~~ and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxii) ~~fifteenth~~twelfth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~xiii) ~~sixteenth~~thirteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xvii~~xiv) ~~seventeenth~~fourteenth, after the Certificate Balances of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (~~xviii~~xv) ~~eighteenth~~fifteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~xvi) ~~nineteenth~~sixteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxvii) ~~twentieth~~seventeenth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GG Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class G Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class G Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class H Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F and Class G Certificates have been reduced to zero, to the Holders of the Class H Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class H Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ H Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class H Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ J Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class E~~-RR Certificates~~, Class F~~-RR Certificates~~ , Class G and Class ~~G-RR~~ H Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ J Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class J Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class J Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class J Certificates, but not previously reimbursed, have been reimbursed in full; (xxviii) twenty-eighth, to the Holders of the Class K Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxix) twenty-ninth, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class J Certificates have been reduced to zero, to the Holders of the Class K Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class J Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class K Certificates has been reduced to zero; (xxx) thirtieth, to the Holders of the Class K Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class K Certificates, but not previously reimbursed, have been reimbursed in full; (xxxi) thirty-first, to the Holders of the Class L Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxii) thirty-second, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J and Class K Certificates have been reduced to zero, to the Holders of the Class L Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J and Class K Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class L Certificates has been reduced to zero; (xxxiii) thirty-third, to the Holders of the Class L Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class L Certificates, but not previously reimbursed, have been reimbursed in full; (xxxiv) thirty-fourth, to the Holders of the Class M Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxv) thirty-fifth, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K and Class L Certificates have been reduced to zero, to the Holders of the Class M Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K and Class L Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class M Certificates has been reduced to zero; (xxxvi) thirty-sixth, to the Holders of the Class M Certificates, until all amounts of Collateral Su

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Corp. Commercial Mortgage Pass-Through Certificates, Series 2004-C2), Pooling and Servicing Agreement (J.P.Morgan Chase Commercial Mortgage Securities Series 2004-Cibc9)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date and after making any withdrawals from the Distribution Account pursuant to Section 4.03(a), the Securities Administrator, as Paying Agent, shall withdraw funds on deposit in the Distribution Account to the extent of Available Funds for each Loan Group for such Distribution Date and, based on the Distribution Date Statement provided by the Securities Administrator, make the following disbursements and transfers as set forth below: (i) the Available Funds for ~~such Distribution Date, the Certificate Administrator~~ Loan Group 1 shall be ~~deemed to transfer~~ distributed on each Distribution Date (other than on the ~~Lower-Tier~~ Distribution ~~Amount from~~ Date following the ~~Lower-Tier REMIC Distribution Account to~~ optional purchase of the ~~Upper-Tier REMIC Distribution Account in~~ Mortgage Loans by the ~~amounts and priorities set forth in Section 4.01(d~~Call Option Holder) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class ~~A-1~~ A-R, Class 1-A-1A, Class 1-A-1B and Class X Certificates, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class ~~A-2 Certificates~~is entitled); provided, however, that for purposes of distributions for the Class ~~A-3 Certificates~~X Certificates pursuant to this paragraph 5.01(a)(i)(A), the Interest Distributable Amount for the Class ~~A-4~~ X Certificates from Loan Group 1 will be determined by the Group 1 Class X Apportionment Rule; provided, further, that on each Distribution Date, the related Interest Distributable Amount (after giving effect to any reduction in respect of Net Deferred Interest allocated to the Class X Certificate on such Distribution Date) that would otherwise be distributable to the Class X Certificate shall be deposited in the Basis Risk Reserve Fund to the extent of the Required Reserve Fund Deposit and shall not be distributed to the Class X Certificate; and (B) an amount equal to the Senior Principal Distribution Amount for Loan Group 1 for that date, as follows: first, to the Holder of Class A-AB R Certificate, until the Class Certificate Principal Balance of such Class is reduced to zero; second, to the Class 1-A-1A and Class 1-A-1B Certificates, pro rata based on Class Certificate Principal Balance, until the Class Certificate Principal Balances of such respective Classes are reduced to zero; and third, to the PO-1 Component, until its Component Principal Balance is reduced to zero; (ii) the Available Funds for Loan Group 2 shall be distributed on each Distribution Date (other than on the Distribution Date following the optional purchase of the Mortgage Loans by the Call Option Holder) in the following order of priority: (A) to the Class 2-A-1A, Class 2-A-1B, Class 2-A-1C and Class X Certificates, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class is entitled); provided, however, that for purposes of distributions for the Class X Certificates pursuant to this paragraph 5.01(a)(ii)(A), the Interest Distributable Amount for the Class X Certificates from Loan Group 2 will be determined by the Group 2 Class X Apportionment Rule; provided, further, that on each Distribution Date, the related Interest Distributable Amount (after giving effect to any reduction in respect of Net Deferred Interest allocated to the Class X Certificate on such Distribution Date) that would otherwise be distributable to the Class X Certificate shall be deposited in the Basis Risk Reserve Fund to the extent of the Required Reserve Fund Deposit and shall not be distributed to the Class X Certificate; and (B) an amount equal to the Senior Principal Distribution Amount for Loan Group 2 for that date, as follows: first, to the Class 2-A-1A, Class 2-A-1B and Class 1-A-1C Certificates, pro rata based on Class Certificate Principal Balance, until the Class Certificate Principal Balances of such respective Classes are reduced to zero; and second, to the PO-2 Component, until its Component Principal Balance is reduced to zero; On any Distribution Date, if the amount to be distributed with respect to the Class X Certificates from a Loan Group in accordance with the provisions of Sections 5.01(a)(i)(A) or 5.01(a)(ii)(A) above is less than an amount equal to the Class X Certificates’ Interest Distributable Amount (calculated for this purpose by using the portion of its Class Certificate Notional Balance attributable to such Loan Group), then Available Funds from the other Loan Group, remaining after making the distributions in either Section 5.01(a)(i)(A) or 5.01(a)(ii)(A) above, as applicable, to the Certificates related to such other Loan Group, shall be distributed to the Class X Certificates to cover that shortfall. (iii) first, from the Yield Maintenance Account, to the Class 1-A-1A, Class 1-A-1B, Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates, any related Yield Maintenance Distributable Amount for such Distribution Date in the order and priority set forth in Section 4.04 above and second, from the Basis Risk Reserve Fund, to the Class 1-A-1A, Class 1-A-1B, Class 2-A-1A, Class 2-A-1B and Class 2-A-1C Certificates, any related Basis Risk Shortfall for such Distribution Date remaining after giving effect to the distributions specified in clause first above in the order and priority set forth in Section 5.07 below; (iv) the Available Funds for each Loan Group remaining after giving effect to the distributions specified in subsections (i), (ii) and (iii) above will be distributed to the Certificate Insurer and the Certificateholders in the following order of priority: (1) to the Certificate Insurer, any Certificate Insurer Reimbursement Amounts due and unpaid; (2) to the Class B-1 Certificates, the related Interest Distributable Amount for that date; (3) to the Class B-1 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (4) to the Class B-2 Certificates, the related Interest Distributable Amount for that date; (5) to the Class B-2 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (6) to the Class B-3 Certificates, the related Interest Distributable Amount for that date; (7) to the Class B-3 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (8) to the Class B-4 Certificates, the related Interest Distributable Amount for that date; (9) to the Class B-4 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (10) to the Class B-5 Certificates, the related Interest Distributable Amount for that date; (11) to the Class B-5 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (12) to the Class B-6 Certificates, the related Interest Distributable Amount for that date; (13) to the Class B-6 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (14) from the Basis Risk Reserve Fund, to the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates, any related Basis Risk Shortfall for such Distribution Date in the order and priority set forth in Section 5.07 below; (15) to the Holder of the Class A-R Certificate, any Available Funds, other than any portion thereof in respect of Premium Proceeds, then remaining; and (16) on the final Distribution Date, to the Holder of the Class A-R-II Certificate the Premium Proceeds. On the Distribution Date following the optional purchase of the Mortgage Loans by the Call Option Holder, Available Funds will be applied in the amounts and in the order specified above, except, no amounts will distributed pursuant to Section 5.01(a)(iii) above and the portion of Available Funds ~~attributable~~ remaining after the distribution pursuant to Section 5.01(a)(ii) will be applied in the order specified in Section 5.01(a)(iv). With respect to any Distribution Date and Insured Amount, the Securities Administrator shall make payments pursuant to Section 5.01(a)(i) and (ii), with respect to the ~~Group 1 Assets~~ Class 1-A-1B and Class 2-A-1C Certificates from the amount drawn under the Certificate Insurance Policy for such Distribution ~~Date, up~~ Date in respect of such respective Classes pursuant to ~~an amount equal to, and pro rata in accordance with,~~ Section 4.02. Funds received by the ~~respective Interest Distribution Amount for such Classes; (B)~~ Trustee as a result of any claim under the Certificate Insurance Policy shall be applied solely to payments to the Class A1-~~BP Certificate~~A-1B and Class 2-A-1C Certificateholders and may not be applied to satisfy costs, ~~from~~ expenses or liabilities of the ~~portion of Available Funds attributable to~~ Master Servicer, the ~~BP Freely Prepayable Note in Asset Group 2 for such Distribution Date~~Securities Administrator, ~~up to an amount equal to~~ the ~~Interest Distribution Amount for such Class; and~~Trustee or the Trust. (Cb) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest Amounts to be paid to the Holders of a Class ~~A-BP Certificates~~of Certificates shall be payable with respect to all Certificates of that Class, pro rata, based on the Certificate Principal Balance or Certificate Notional Balance, as applicable, of each Certificate of that Class. (c) On each Distribution Date, the ~~Available Funds available~~ Monthly Interest Distributable Amounts for the Classes of Senior Certificates (other than the Class PO Certificates) and Subordinate Certificates on such Distribution Date shall be ~~allocated among~~ reduced proportionately, based on (A) in the case of the Senior Certificates (other than the Class PO Certificates and the Class X Certificates), the Monthly Interest Distributable Amount to which they would otherwise be entitled, (B) in the case of the Class X Certificates, the Monthly Interest Distributable Amount to which they would otherwise be entitled to receive from such Loan Group, based on the related Loan Group’s Class X Apportionment Rule and (C) in the case of the Subordinate Certificates, interest accrued at the related Pass-Through Rate on the related Apportioned Principal Balance of each such Class, by Net Interest Shortfalls with respect to the related Loan Group. (d) Notwithstanding the priority and allocation set forth in Section 5.01(a)(vi) above, if with respect to any Class of Subordinate Certificates on any Distribution Date the sum of the related Class Subordination Percentages of such Class and of all ~~those~~ other Classes of Subordinate Certificates up which have a higher numerical Class designation than such Class (the “Applicable Credit Support Percentage”) is less than the Original Applicable Credit Support Percentage for such Class, no distribution of Principal Prepayments will be made to an any such Classes (the “Restricted Classes”) and the amount ~~equal to~~of such Principal Prepayment otherwise distributable to the Restricted Classes shall be distributed to any Classes of Subordinate Certificates having lower numerical Class designations than such Class, pro rata, based on the Class Certificate Principal Balances of the respective Classes immediately prior to such Distribution Date and ~~pro rata~~ shall be distributed in ~~accordance with~~the sequential order provided in Section 5.01(a)(vi) above. (e) On each Distribution Date, the ~~respective Interest~~ Paying Agent shall distribute to the Holder of the Class P Certificate, the Class P Distributable Amount. (i) Notwithstanding the priority and allocation set forth in Section 5.01(a)(iv), with respect to any Loan Group, on each Distribution ~~Amount for~~ Date prior to the Senior Credit Support Depletion Date but after the date on which the aggregate Class Certificate Principal Balance of each Class of the Senior Certificates and PO Components related to a Loan Group have been reduced to zero, 100% of the Principal Prepayments on the Mortgage Loans in that Loan Group otherwise distributable on each Class of Subordinate Certificates pursuant to Section 5.01(a)(iv), in reverse order of priority, shall be distributed as principal to the Senior Certificates related to the other Loan Group remaining outstanding in the amounts provided in the next succeeding sentence, provided that on such ~~Classes~~ Distribution Date either clause (i) or (ii) in the definition of ~~Certificates, without regard~~ the Two Times Test has not been met. Such amount shall be paid to ~~Asset Groups~~the Senior Certificates in such Group in the same priority as such Certificates would receive other distributions of principal pursuant to Section 5.01(a). (ii) On any Distribution Date on which the Senior Certificates and Principal-Only Component related to a Loan Group constitute an Undercollateralized Group, all amounts otherwise distributable as Available Funds on the Subordinate Certificates, in reverse order of priority (or, following the Senior Credit Support Depletion Date, such other amounts described in the immediately following sentence), will be distributed as principal to the Senior Certificates and Principal-Only Component of such Undercollateralized Group pursuant to Section 5.01(a) first, up to the sum of the Accrued Interest Amount and the Principal Deficiency Amount for the related Undercollateralized Group (such distribution, an “Undercollateralization Distribution”) and second, to pay to the ~~Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ Subordinate Certificates and the Class A-BP R Certificate in the same order and priority as provided in Section 5.01(a)(vi). In the event that the Senior Certificates ~~in reduction of~~ and Principal-Only Component related to a Loan Group constitute an Undercollateralized Group on any Distribution Date following the ~~Certificate Balances thereof: (I) prior~~ Senior Credit Support Depletion Date, Undercollateralization Distributions will be made from any Available Funds for a Loan Group not related to an Undercollateralized Group remaining after all required amounts have been distributed to the ~~Cross-Over Date (a) to the~~ related Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ of Senior Certificates and ~~Class A~~Principal-~~AB Certificates~~Only Component. Undercollateralization Distributions will be applied first to pay accrued but unpaid interest, ~~in an amount up~~ if any, and second to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, pay principal in the ~~following priority: (1) first, to the Holders of the Class A-AB Certificates,~~ same priority and allocation provided in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution DateSection 5.01(a), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement, Pooling and Servicing Agreement (HarborView Mortgage Loan Trust 2005-11)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates the Class~~ A-~~AB Certificates, the Class A-BP~~ SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; and (5) fifth, to the Holders of the Class ~~A-4~~ A-SB Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class ~~A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class~~ A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3~~A-2, Class ~~A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class G Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class ~~E-RR Certificates, Class F-RR~~ E Certificates and Class ~~G-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates in respect of the Class UR Interest, the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Admini

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-C8), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-C8)

Distributions. Subject to Sections 9.03(b) and 12.02(a)(vi), Distributable Cash shall be distributed to the Members on each Distribution Date on which the Company has Distributable Cash, in the following order and priority: (a) ~~[Reserved]~~First, subject to Section 5.02(f), 100% to the Class B Members in accordance with their Pro Rata Shares until the earlier of (i) the sum of the aggregate amount of Distributable Cash that has been distributed to such Class B Members equals the aggregate amount of Capital Contributions made by the Class B Members with respect to Class B Units and (ii) April 30, 2012; (b) ~~On each Distribution Date~~Second, 100% to the ~~extent~~ Class A Members in accordance with their Pro Rata Shares until the Flip Point shall occur; provided, however, if the point as of which the ~~Available Funds for such Distribution Date,~~ Class A Units are determined under the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities procedures set forth in Section ~~4.01(d)~~ 5.06 to first have realized the Flip Rate has occurred without reaching the Flip Point, the Managing Member shall cause 95% of the Distributable Cash to be paid to the Lenders under the Debt Financing Agreement until the obligations have been fully satisfied but only to the extent that the Class A Members net after-tax cash flow with respect to ~~each~~ such 95% of Distributable Cash (assuming full realization of Tax Benefits and Tax Costs under the Tax Assumptions) would not be less than zero in a fiscal year in which such 95% of the Distributable Cash is paid to the Lenders under the Debt Financing Agreement and the remaining 5% of Distributable Cash shall be paid to the Class A Members in accordance with their Pro Rata Shares; and (c) Third, subject to Sections 5.02(d) and 5.03, 5.00% to the Class A Members in accordance with their Pro Rata Shares and 95.00% to the Class B Members in accordance with their Pro Rata Shares, subject to adjustment of ~~Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full,~~ such percentages to the extent required pursuant to Section 5.06(b)(vi)(C) or Section 5.06(b)(vii)(B). (d) Notwithstanding Sections 5.02(c), if, after the Flip Point and ~~possible~~after taking into account any Capital Contributions made or required to be made by the Class A Members pursuant to the PAYG Agreement and distributions made or required to be made as a result of a recalculation under Section 5.06(b)(vii) and changes in allocations described therein, ~~each priority before making~~ the Class A Members’ Internal Rate of Return is at any ~~distribution with respect~~ time or from time to ~~any succeeding priority~~time less than the Flip Rate, then: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) Distributable Cash that otherwise would be distributed to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (BB Members pursuant Section 5.02(c) shall instead be distributed to the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note~~ A Members in ~~Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to~~ accordance with their Pro Rata Shares until the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, Members’ Internal Rate of Return equals the ~~respective Interest Distribution Amount for such Classes~~Flip Rate; provided, ~~however, if on any Distribution Date, the Available Funds are insufficient~~ distributions to ~~pay in full the total amount of interest~~ a Class A Member pursuant to this Section 5.02(d)(i) shall be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid made only to the extent that they do not cause that Class ~~A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up~~ A Member to have an ~~amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~Adjusted Capital Account Deficit; and (ii) second, if the Class A Members’ Internal Rate of Return would still be less than the Flip Rate after giving effect to distributions pursuant to Section 5.02(d)(i), then (A) Distributable Cash that otherwise would be distributed to the ~~Holders~~ Class B Members pursuant to Section 5.02(c) shall instead be distributed to the Class A Members in accordance with their Pro Rata Shares to the extent necessary and to the greatest extent possible to cause the Class A Members’ Internal Rate of Return to equal the Flip Rate; and (B) corresponding allocations of income and gain shall be made pursuant to Section 5.01(b)(ix); provided, however, any distribution to a Class A Member during an Allocation Year pursuant to this Section 5.02(d)(ii) shall not exceed the income and gain allocations to such Class A Member during such Allocation Year pursuant to Section 5.01(b)(x), such that the distribution pursuant to this Section 5.02(d)(ii) shall be matched on a dollar for dollar basis by income and gain allocation pursuant to Section 5.01(b)(x) within any Allocation Year. (e) Notwithstanding Sections 5.02(a)–(d), Distributable Cash in an amount equal to any payments received by the Company in connection with or as indemnification pursuant to the terms of this Agreement or compensation or reimbursement to the extent that the Company is compensated or reimbursed (e.g., business interruption insurance proceeds) for the loss of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereofPTCs shall be distributed as follows: (Ix) to the extent relating to the period prior to the ~~Cross-Over Date~~ Flip Point, 100% to the Class A Members in accordance with their Pro Rata Shares and (ay) to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates~~extent relating to the period after the Flip Point, in ~~an amount up to~~ accordance with the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, sharing ratios set forth in ~~the following priority:~~ Section 5.02(c). (1f) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution DateNotwithstanding Section 5.02(a), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) Distributable Cash in an amount equal to the ~~Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced~~ Relevant Damages calculated under Section 3.02(d)(iii) or 3.02(e)(iii) shall be distributed to ~~zero, without regard~~ EFS Noble Holdings or any successor to the Class ~~A-AB Scheduled Principal Balance or Asset Groups; (iii~~A Units held by EFS Noble Holdings on the Effective Date. For the avoidance of doubt, any distribution pursuant to this Section 5.02(f) ~~third~~shall have priority over, ~~to the Holders of the Class A-1 Certificates~~and shall be senior to, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced pursuant to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution DateSection 5.02(a), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (Noble Environmental Power LLC), Limited Liability Company Agreement (Noble Environmental Power LLC)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date)Amount, until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b7) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution DateAmount, until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest~~the Class UR Interest, up the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved] (c) [Reserved] (d) On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of principal or reimbursement of Collateral Support Deficit or Loan-Specific Collateral Support Deficit, as applicable, in an amount equal toto the amount of principal or reimbursement of Collateral Support Deficit or Loan-Specific Collateral Support Deficit, as applicable, actually distributable to the holders of the respective Related Certificates as provided in Sections 4.01(a), (e), 4.01(g), 4.01(j) and 4.01A such that at all times the Lower-Tier Principal Amount of each Class of Uncertificated Lower-Tier Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of ~~such~~ its Class of Related Certificates ~~for such~~ plus a pro rata portion of the Interest Distribution ~~Date;~~ Amount in respect of (~~xxvi~~i) ~~twenty-sixth, after~~ in the ~~Certificate Balances~~ case of the Class LA1, Class LA2, Class LA3, Class LA4, Class LA5, Class LASB and Class LAS Uncertificated Lower-Tier Interests, the Class X-A Certificates, (ii) in the case of the Class LB and Class LC Uncertificated Interests, the Class X-B ~~Certificates~~Certificates and (iii) in the case of the Class E, Class F and Class NR Uncertificated Interests, the Class X-C Certificates, ~~Class D Certificates~~in each case, ~~Class E~~computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-~~RR Certificates, Class F-RR~~ Through Rate of the Related Certificates and ~~Class G~~a notional amount equal to its related Lower-RR Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest shall equal the Certificate Balance of the Related Certificates ~~have been reduced~~ with respect thereto, as adjusted for the allocation of Collateral Support Deficits or Loan-Specific Collateral Support Deficit, as applicable, as provided in Sections 4.04(b) and 4.04(c), of Certificate Deferred Interest as provided in Section 4.06. The initial principal balance of each Uncertificated Lower-Tier Interest shall equal the respective Original Lower-Tier Principal Amount. The pass through rate with respect to ~~zero,~~ each Uncertificated Lower-Tier Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Yield Maintenance Charges pursuant to Section 4.01(f) shall be distributed to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in ~~reduction~~ respect of the Class LR Interest (but only to the extent of the Available Distribution Amount for such Distribution Date remaining in the Lower-Tier REMIC Distribution Account, if any). (e) On and after the Distribution Date on which the Certificate ~~Balance t~~Balances of the Subordinate Certificates have all been reduced to zero, any amounts representing reimbursements of Collateral Support Deficits previously allocated to such Classes, if available, will be distributed to the Senior Certificates pro rata based on their respective Certificate Balances. (i) On each Distribution Date, Yield Maintenance Charges payable with respect to the Mortgage Loans (or, with respect to the Componentized Mortgage Loans, allocable to the related Pooled Component pursuant to Section 3.35(d) hereof) calculated by reference to a U.S. treasury rate collected during the related Due Period will be distributed by the Certificate Adm

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-Lc11), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-Lc11)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular Interests~~Interests (other than the Class LP Uncertificated Interest), and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, the Class A-3A2 Certificates, the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP C Certificates, the Class X-D Certificates and the Class X-B E Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, the Class A-3A2 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class ~~A-3~~ A-3A1 Certificates and the Class A-3A2 Certificates, pro rata (based upon their respective Certificate Balance as of such Distribution Date) in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate ~~Balance~~ Balances of the Class ~~A-3~~ A-3A1 Certificates ~~has~~ and the Class A-3A2 Certificates have been reduced to zero; (5) fifth, to the Holders of the Class A-4 ~~Certificates,~~ Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, the Class A-3A2 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class ~~A-3~~ A-3A1 Certificates, Class ~~A-4 Certificates~~A-3A2, Class ~~A-AB~~ A-4 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class G Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certific

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C23), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C22)

Distributions. (a) [~~Reserved~~RESERVED] (b) On each Distribution Date, the Trustee shall make the following distributions from funds then available in the Certificate Account, of an amount equal to the ~~extent of the Available~~ Interest Funds ~~for~~ (less amounts distributed pursuant to Section 4.04(a) on such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first,~~ to the ~~Holders~~ Class P Certificates, any Prepayment Charges received with respect to the Mortgage Loans during the related Prepayment Period and all amounts paid by the Servicer, the Seller in respect of Prepayment Charges pursuant to this Agreement and all amounts received in respect of any indemnification paid as a result of a Prepayment Charge being unenforceable in breach of the representations and warranties set forth in the Sale Agreement for the related Prepayment Period; (ii) to each class of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-~~A Certificates, the ~~Class X-BP Certificates~~ Current Interest and ~~the Class X-B Certificates, in~~ any Interest Carry Forward Amount with respect ~~of interest, concurrently, as follows: (A)~~ to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if such amount is not sufficient to make a full distribution of the Current Interest and any Interest Carry Forward Amount with respect to the Class A Certificates, such amount will be distributed pro rata among each Class of the Class A Certificates based on ~~any Distribution Date,~~ the ~~Available Funds are insufficient~~ ratio of (x) the Current Interest and Interest Carry Forward Amount for each class of the Class A Certificates to ~~pay in full~~ (y) the total amount of ~~interest to be paid to~~ Current Interest and any of Interest Carry Forward Amount for the ~~Classes of Certificates described in this clause~~ Class A Certificates; (~~i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ iii) to the Class ~~A-BP~~ M-1 Certificates, the ~~Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up~~ Class M-1 Current Interest and any Class M-1 Interest Carry Forward Amount; (iv) to ~~an amount equal to, and pro rata in accordance with~~the Class M-2 Certificates, the ~~respective~~ Class M-2 Current Interest ~~Distribution Amount for such Classes of~~ and any Class M-2 Interest Carry Forward Amount; (v) to the Class M-3 Certificates, ~~without regard~~ the Class M-3 Current Interest and any Class M-3 Interest Carry Forward Amount; (vi) to ~~Asset Groups.~~the Class M-4 Certificates, the Class M-4 Current Interest and any Class M-4 Interest Carry Forward Amount; (vii) to the Class M-5 Certificates, the Class M-5 Current Interest and any Class M-5 Interest Carry Forward Amount; (viii) to the Class B-1 Certificates, the Class B-1 Current Interest and any Class B-1 Interest Carry Forward Amount; (ix) to the Class B-2 Certificates, the Class B-2 Current Interest and any Class B-2 Interest Carry Forward Amount; (x) to the Class B-3 Certificates, the Class B-3 Current Interest and any Class B-3 Interest Carry Forward Amount; (xi) to the Class B-4 Certificates, the Class B-4 Current Interest and any Class B-4 Interest Carry Forward Amount; and (xii) any remainder pursuant to Section 4.04(f) hereof. On each Distribution Date, subject to the proviso in (ii) ~~second~~above, Interest Funds received on the Group One Mortgage Loans will be deemed to be distributed to the ~~Holders of the~~ Class R and Class A-1 ~~Certificates,~~ Certificates and Interest Funds received on the Group Two Mortgage Loans will be deemed to be distributed to the Class A-2 Certificates, in each case, until the ~~Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ related Current Interest and Interest Carry Forward Amount of each such class of Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates~~ has been ~~reduced~~ paid in full. Thereafter, Interest Funds not required for such distributions are available to ~~zero~~be applied to if necessary, ~~the Group 2 Principal Distribution Amount remaining after payments~~ to the ~~Class A-BP~~ class or classes of Certificates ~~have been made on~~ that are not related to such group of Mortgage Loans. (c) [RESERVED] (d) On each Distribution Date, in the Trustee shall make the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after from the Certificate ~~Balances~~ Account of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount in the following order of priority, and each such distribution shall be made only after all distributions pursuant to Section 4.04(b) above shall have been made until such amount shall have been fully distributed for such Distribution Date~~, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard~~ : (i) to the Class ~~A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1~~ A Certificates, the Class ~~A-2 Certificates~~A Principal Distribution Amount shall be distributed as follows: (a) the Group One Principal Distribution Amount shall be distributed as follows: (I) if no Class A-1 Trigger Event has occurred, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourthGroup One Principal Distribution Amount will be distributed as follows: first, to the ~~Holders of the~~ Class ~~A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the~~ R Certificate ~~Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have~~ until its Certificate Principal Balance has been reduced to zero, and second, pro rata to the ~~Holders of the~~ Class ~~A-S Certificates in reduction of~~ A-1A and Class A-1B Certificates, based on their relative Certificate Principal Balances, until the Certificate Principal Balance ~~thereof~~of each such Class has been reduced to zero and (II) if a Class A-1 Trigger Event has occurred, ~~up to an amount equal to~~ the Group One Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of~~ shall be distributed sequentially to the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~R, Class ~~A-3, Class A-4, Class A-AB~~ A-1A and Class ~~A-BP Certificates have been made on such Distribution Date)~~ A-1B Certificates, until the ~~outstanding~~ Certificate Principal Balance of ~~the~~ each such Class ~~A-S Certificates~~ has been reduced to zero; (vib) ~~sixth,~~ the Group Two Principal Distribution Amount will be distributed sequentially to the ~~Holders~~ Class A-2A, Class A-2B and Class A-2C Certificates until the Certificate Principal Balance of each such Class has been reduced to zero; provided, however, that on and after the Distribution Date on which the aggregate Certificate Principal Balance of the Class ~~A-S Certificates~~M, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B ~~Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such~~ and Class ~~of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A~~ C Certificates have been reduced to zero, any principal distributions allocated to the ~~Holders~~ Class A-2A, Class A-2B and Class A-2C Certificates are required to be allocated pro rata among such Classes of ~~the Class B~~ Certificates, ~~in reduction of the~~ based on their respective Certificate ~~Balance thereof~~Principal Balances, ~~up to an amount equal to the~~ until their Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates~~ Balances have ~~been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has~~ been reduced to zero; (ii) to the Class M-1 Certificates, the Class M-1 Principal Distribution Amount; (iii) to the Class M-2 Certificates, the Class M-2 Principal Distribution Amount; -84- (iv) to the Class M-3 Certificates, the Class M-3 Principal Distribution Amount; (v) to the Class M-4 Certificates, the Class M-4 Principal Distribution Amount; (vi) to the Class M-5 Certificates, the Class M-5 Principal Distribution Amount; (vii) to the Class B-1 Certificates, the Class B-1 Principal Distribution Amount; (viii) to the Class B-2 Certificates, the Class B-2 Principal Distribution Amount; (ix) ~~ninth,~~ to the ~~Holders of~~ Class B-3 Certificates, the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ClassB-3 Principal Distribution Amount; (x) ~~tenth,~~ to the ~~Holders~~ Class B-4 Certificates, the Class B-4 Principal Distribution Amount; and (xi) any remainder pursuant to Section 4.04(f) hereof. (e) [RESERVED] (f) On each Distribution Date, the Trustee shall make the following distributions up to the following amounts from the Certificate Account of the ~~Class C Certificates, in respect of interest, up~~ remainders pursuant to ~~an amount equal~~ Section 4.04(b)(xii) and (d)(xi) hereof and each such distribution shall be made only after all distributions pursuant to ~~the Interest Distribution Amount in respect of~~ Sections 4.04(b) and (d) above shall have been made until such ~~Class of Certificates~~ remainders shall have been fully distributed for such Distribution Date: (i) for distribution as part of the Principal Distribution Amount, the Extra Principal Distribution Amount; (ii) to the Class M-1 Certificates, the Class M-1 Unpaid Realized Loss Amount; (iii) to the Class M-2 Certificates, the Class M-2 Unpaid Realized Loss Amount; (iv) to the Class M-3 Certificates, the Class M-3 Unpaid Realized Loss Amount; (v) to the Class M-4 Certificates, the Class M-4 Unpaid Realized Loss Amount; (vi) to the Class M-5 Certificates, the Class M-5 Unpaid Realized Loss Amount; (vii) to the Class B-1 Certificates, the Class B-1 Unpaid Realized Loss Amount; (viii) to the Class B-2 Certificates, the Class B-2 Unpaid Realized Loss Amount; (ix) to the Class B-3 Certificates, the Class B-3 Unpaid Realized Loss Amount; (x) to the Class B-4 Certificates, the Class B-4 Unpaid Realized Loss Amount; (xi) ~~eleventh, after the Certificate Balances of~~ to the Class ~~A Certificates and~~ R Certificate, the Residual Excess Interest Amount; (xii) to the Class A, Class M and Class B ~~Certificates have been reduced~~ Certificates, on a pro rata basis, based upon outstanding Floating Rate Certificate Carryover for each such Class, the Floating Rate Certificate Carryover for each Class; and (xiii) the remainder pursuant to ~~zero~~Section 4.04(g) hereof. (g) on each Distribution Date, the Trustee shall allocate the remainders pursuant to ~~the Holders of~~ Section 4.04(f)(xiii) as follows: (i) to the Class C Certificates in ~~reduction~~ the following order of ~~the Certificate Balance thereof~~priority, ~~up to an amount equal to the Principal Distribution Amount~~ (~~or the portion thereof remaining after any distributions in respect of~~ I) the Class ~~A Certificates and~~ C Current Interest, (II) the Class ~~B Certificates have been made~~ C Interest Carry Forward Amount, (III) as principal on ~~such Distribution Date)~~ the Class C Certificate until the Certificate Principal Balance of the Class C Certificates has been reduced to ~~zero;~~zero and (IV) the Class C Unpaid Realized Loss Amount; and (~~xii~~ii) ~~twelfth~~the remainder pursuant to Section 4.04(h) hereof. (h) On each Distribution Date, the Trustee shall allocate the remainder pursuant to Section 4.04(g)(ii) hereof (i) to the Trustee to reimburse amounts or pay indemnification amounts owing to the Trustee from the Trust Fund pursuant to Section 8.06 to the extent such amounts shall have exceeded the cap set forth in Section 8.06(c), and (ii) thereafter, to the ~~Holders~~ Class R Certificate and such distributions shall be made only after all preceding distributions shall have been made until such remainder shall have been fully distributed. (i) On each Distribution Date, after giving effect to distributions on such Distribution Date, the Trustee shall allocate the Applied Realized Loss Amount for the Certificates to reduce the Certificate Principal Balances of the Class C Certificates and the Subordinated Certificates in the following order of priority: (i) to the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of until the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the C Certificate ~~Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate~~ Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been is reduced to zero; (xvii) ~~fifteenth,~~ to the ~~Holders of~~ Class B-4 Certificates until the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the B-4 Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been is reduced to zero; (~~xviii~~iii) ~~eighteenth,~~ to the ~~Holders of~~ Class B-3 Certificates until the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the B-3 Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been is reduced to zero; (~~xxi~~iv) ~~twenty-first,~~ to the ~~Holders of~~ Class B-2 Certificates until the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the B-2 Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been is reduced to zero; (~~xxiv~~v) ~~twenty-fourth,~~ to the ~~Holders~~ Class B-1 Certificates until the Class B-1 Certificate Principal Balance is reduced to zero; (vi) to the Class M-5 Certificates until the Class M-5 Certificate Principal Balance is reduced to zero; (vii) to the Class M-4 Certificates until the Class M-4 Certificate Principal Balance is reduced to zero; (viii) to the Class M-3 Certificates until the Class M-3 Certificate Principal Balance is reduced to zero; (ix) to the Class M-2 Certificates until the Class M-2 Certificate Principal Balance is reduced to zero; and (x) to the Class M-1 Certificates until the Class M-1 Certificate Principal Balance is reduced to zero. (j) Subject to Section 9.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least five (5) Business Days prior to the related Record Date or, if not, by check mailed by first class mail to such Certificateholder at the address of such holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 9.02 hereof respecting the final distribution, distributions with respect to Certificates registered in the name of a Depository shall be made to such Depository in immediately available funds. In accordance with this Agreement, the Servicer shall prepare and deliver a report (the "Remittance Report") to the Trustee and the NIMs Insurer in the form of a computer readable magnetic tape (or by such other means as the Servicer, the Trustee and the NIMs Insurer may agree from time to time) containing such data and information such as to permit the Trustee to prepare the Monthly Statement to Certificateholders and make the required distributions for the related Distribution Date. The Trustee shall promptly notify the NIMs Insurer of any proceeding or the institution of any action, of which a Responsible Officer of the Trustee has actual knowledge, seeking the avoidance as a preferential transfer under applicable bankruptcy, insolvency, receivership or similar law (a "Preference Claim") of any distribution made with respect to the Class C Certificates or the Class P Certificates. Each Holder of the Class ~~G-RR~~ C Certificates or the Class P Certificates, ~~first up~~ by its purchase of such Certificates and the Trustee hereby agree that the NIMs Insurer may at any time during the continuation of any proceeding relating to ~~an amount equal~~ a Preference Claim direct all matters relating to such Preference Claim, including, without limitation, (i) the direction of any appeal of any order relating to such Preference Claim and (ii) the posting of any surety, supersedes or performance bond pending any such appeal. In addition and without limitation of the foregoing, the NIMs Insurer shall be subrogated to the ~~aggregate~~ rights of ~~unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at~~ the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders~~ Trustee and each Holder of the Class ~~H-RR~~ C Certificates and the Class P Certificates in the conduct of any such Preference Claim, including, without limitation, all rights of any party to an adversary proceeding action with respect to any court order issued in connection with any such Preference Claim; provided, however, that the NIMs Insurer will not have any rights with respect to any Preference Claim set forth in this paragraph unless the indenture trustee with respect to the NIM Notes or the holder of any NIMs Notes has been required to relinquish a distribution made on the Class C Certificates, ~~in respect of interest~~the Class P Certificates or the NIM Notes, ~~up to an amount equal to~~as applicable, and the ~~Interest Distribution Amount~~ NIMs Insurer made a payment in respect of such relinquished amount. (k) The Trustee is hereby directed by the Depositor to execute the Cap Contracts on behalf of the Trust Fund in the form presented to it by the Depositor and shall have no responsibility for the contents, adequacy or sufficiency of such Cap Contracts, including, without limitation, the representations and warranties contained therein. Any funds payable by the Trustee under the Cap Contracts at closing shall be paid by the Depositor. Notwithstanding anything to the contrary contained herein or in any Cap Contract, the Trustee shall not be required to make any payments to the counterparty under any Cap Contract. Any payments received under the terms of the Class A-1 Cap Contract will be available to pay the holders of the Class A-1 and Class R Certificates ~~for~~ up to the amount of any Floating Rate Certificate Carryovers remaining after all other distributions required under this Section 4.04 are made on such Distribution Date~~; (xxvi) twenty-sixth~~, ~~after~~ other than Floating Rate Certificate Carryovers attributable to the ~~Certificate Balances of~~ fact that Applied Realized Loss Amounts are not allocated to the Class A Certificates. Any payments received under the terms of the Class A-2 Cap Contract will be available to pay the holders of the Class A-2 Certificates up to the amount of any Floating Rate Certificate Carryovers remaining after all other distributions required under this Section 4.04 are made on such Distribution Date, other than Floating Rate Certificate Carryovers attributable to the fact that Applied Realized Loss Amounts are not allocated to the Class B A Certificates, . Any payments received under the terms of the Subordinated Certificate Cap Contract will be available to pay the holders of the related Subordinated Certificates up to the amount of any Floating Rate Certificate Carryovers remaining after all other distributions required under this Section 4.04 are made on such Distribution Date. Any amounts received under the terms of any Cap Contract on a Distribution Date that are not used to pay such Floating Rate Certificate Carryovers will be distributed to the holders of the Class C Certificates~~, Class D Certificates, Class E-RR Certificates, Class F-RR~~ . Payments in respect of such Floating Rate Certificate Carryovers from proceeds of a Cap Contract shall be paid to the related Classes of Offered Certificates and Class ~~G-RR~~ B-4 Certificates, pro rata based upon such Floating Rate Certificate Carryovers for each such class of Offered Certificates ~~have been reduced to zero~~and Class B-4 Certificates. (i) The Trustee shall establish and maintain, for the benefit of the Trust Fund and the Certificateholders, the Cap Contract Account. On or prior to the ~~Holders~~ related Cap Contract Termination Date, amounts, if any, received by the Trustee for the benefit of the ~~Class H-RR Certificates,~~ Trust Fund in ~~reduction~~ respect of the related Cap Contract shall be deposited by the Trustee into the Cap Contract Account and will be used to pay Floating Rate Certificate ~~Balance t~~Carryovers on the related Offered Certificates to the extent provided in the immediately preceding paragraph. With respect to any Distribution Date on or prior to the related Cap Contract Termination Date, the amount, if any, payable by the Cap Contract Counterparty under the related Cap Contract will equal the product of (i) the excess of (x) One-Month LIBOR (as determined by th

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc), Pooling and Servicing Agreement (First Franklin Mortgage Loan Trust, Series 2005-Ff6)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates, the Class X-C Certificates, the Class X-D Certificates and the Class X-B E Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 ~~Certificates,~~ Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB Certificates,~~ A-5 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b7) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount ~~for such Distribution Date and, after~~ (or the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount portion thereof remaining after ~~payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ any distributions specified in subclauses (1) (2) (3) (4) (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect ~~of such Class of Certificates for~~ to such Distribution Date~~; (xxvi) twenty-sixth~~. If, ~~after~~ in connection with any Distribution Date, the Certificate ~~Balances~~ Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the ~~Class A Certificates~~Determination Date and additional Monthly Payments, ~~Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates~~ balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and ~~Class G-RR Certificates have been reduced~~ required to ~~zero, to the Holders~~ be part of the ~~Class H-RR Certificates, in reduction of the Certificate Balance t~~Available Distribution Amount for such Distribut

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C25), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C23)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date and after making any withdrawals from the Distribution Account pursuant to Section 4.03(a), the Securities Administrator, as Paying Agent shall withdraw funds on deposit in the Distribution Account to the extent of Available Funds for each Loan Group for such Distribution Date and, based on the Distribution Date Statement provided by the Securities Administrator, make the following disbursements and transfers as set forth below: (i) the Available Funds for ~~such Distribution Date, the Certificate Administrator~~ Loan Group 1 shall be ~~deemed to transfer the Lower-Tier~~ distributed on each Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Date in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class ~~A-1~~ 1-A-1, Class 1-A-2A, Class 1-A-2B and Class X-1 Certificates, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class ~~A-2~~ is entitled); provided, however, that on each Distribution Date, the amount of interest that would otherwise be distributable to the Class X-1 Certificates shall be deposited in the Basis Risk Reserve Fund Class X-1 Subaccount to the extent of the related Required Reserve Fund Deposit and shall not be distributed to the Class X-1 Certificates; and (B) the Senior Principal Distribution Amount for Loan Group 1 for that date, to the Class 1-A-1, Class 1-A-2A and Class 1-A-2B Certificates, pro rata, based on Class ~~A-3~~ Certificate Principal Balances, until their respective Class Certificate Principal Balances are reduced to zero; (ii) the Available Funds for Loan Group 2 shall be distributed on each Distribution Date in the following order of priority: (A) to the Class 2-A and Class X-2 Certificates, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class ~~A-4~~ is entitled); provided, however, that on each Distribution Date, the amount of interest that would otherwise be distributable to the Class X-2 Certificates shall be deposited in the Basis Risk Reserve Fund Class X-2 Subaccount to the extent of the related Required Reserve Fund Deposit and shall not be distributed to the Class X-2 Certificates; and (B) the Senior Principal Distribution Amount for Loan Group 2 for that date, to the 2-A Certificates, until its Class Certificate Principal Balance is reduced to zero; (iii) the Available Funds for Loan Group 3 shall be distributed on each Distribution Date in the following order of priority: (A) to the Class 3-A-1A and Class 3-A-1B Certificates, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class is entitled); and (B) the Senior Principal Distribution Amount for Loan Group 3 for that date, to the 3-A-1A and Class 3-A-1B Certificates, pro rata, based on Class Certificate Principal Balances, until their respective Class Certificate Principal Balances are reduced to zero; (iv) the Available Funds for Loan Group 4 shall be distributed on each Distribution Date in the following order of priority: (A) to the Class 4-A and Class A-AB R Certificates, ~~from~~ the ~~portion of Available Funds attributable~~ related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to ~~the Group 1 Assets for~~ which each such ~~Distribution Date, up to~~ Class is entitled); and (B) an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective Interest~~ Senior Principal Distribution Amount for Loan Group 4 for that date, as follows: first, to the Holder of Class A-R Certificate, until the Class Certificate Principal Balance of such ~~Classes~~Class is reduced to zero; and second, to the Class 4-A Certificates, until the Class Certificate Principal Balance of such Class is reduced to zero; (v) concurrently, (A) from the Basis Risk Reserve Fund X-1 Subaccount, to the Class 1-A-1, Class 1-A-2A and Class 1-A-2B Certificates, any related Basis Risk Shortfall or related Unpaid Basis Risk Shortfall for such date and (B) from the Basis Risk Reserve Fund X-2 Subaccount, to the Class 2-A Certificates, any related Basis Risk Shortfall or related Unpaid Basis Risk Shortfall for such date; (vi) the Available Funds for each Loan Group remaining after giving effect to the distributions specified in subsections (i), (ii), (iii) and (iv) above will be distributed to the Certificateholders in the following order of priority: (A) to the Class B-1 Certificates, the related Interest Distributable Amount for that date; (B) to the Class ~~A-BP Certificate~~B-1 Certificates, ~~from the portion of Available Funds attributable~~ an amount allocable to ~~the BP Freely Prepayable Note in Asset Group 2~~ principal equal to its Pro Rata Share for such Distribution ~~Date, up~~ Date until the Class Certificate Principal Balance of such Class is reduced to ~~an amount equal to the Interest Distribution Amount for such Class; and~~zero; (C) to the Class ~~X-A~~ B-2 Certificates, the related Interest Distributable Amount for that date; (D) to the Class ~~X-BP Certificates~~ B-2 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (E) to the Class B-3 Certificates, the related Interest Distributable Amount for that date; (F) to the Class B-3 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (G) to the Class B-4 Certificates, the related Interest Distributable Amount for that date; (H) to the Class B-4 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (I) to the Class B-5 Certificates, the related Interest Distributable Amount for that date; (J) to the Class B-5 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (K) to the Class B-6 Certificates, the related Interest Distributable Amount for that date; and (L) to the Class B-6 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (vii) from the Yield Maintenance Account, to the Subordinate Certificates, any related Yield Maintenance Distributable Amount for such Distribution Date in the order and priority set forth in Section 4.04 above; (viii) from the Basis Risk Reserve Fund X-3 Subaccount, sequentially, to the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class ~~X-B~~ B-6 Certificates, ~~from~~ in that order, any related Basis Risk Shortfall or related Unpaid Basis Risk Shortfall for such date; and (ix) the Available Funds for ~~such Distribution Date, without regard~~ each Loan Group remaining after giving effect to ~~Asset Groups, up to an amount equal to, and pro rata~~ the distributions specified in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause subsections (i), or (ii), (iii), (iv) and (vi) above will be distributed to the ~~portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest~~ Class A-R Certificate. (b) Amounts to be paid to the Holders of a Class ~~A-BP Certificates~~of Certificates shall be payable with respect to all Certificates of that Class, pro rata, based on the Certificate Principal Balance or Certificate Notional Balance, as applicable, of each Certificate of that Class. (c) On each Distribution Date, the ~~Available Funds available~~ Paying Agent shall distribute to the Holder of the Class P Certificate, the Class P Distributable Amount. (d) On each Distribution Date, the Monthly Interest Distributable Amounts for the Classes of Senior Certificates and Subordinate Certificates on such Distribution Date shall be ~~allocated among all those Classes~~ reduced proportionately, based on (A) in the case of ~~Certificates up to an amount equal to, and pro rata in accordance with~~the Senior Certificates, the ~~respective~~ Monthly Interest ~~Distribution~~ Distributable Amount ~~for such Classes~~ to which they would otherwise be entitled and (B) in the case of the Subordinate Certificates, ~~without regard~~ interest accrued at the related Pass-Through Rate on the related Apportioned Principal Balance of each such Class, by: (i) Net Interest Shortfalls with respect to ~~Asset Groups.~~the related Loan Group; (ii) after the Special Hazard Coverage Termination Date, with respect to each Mortgage Loan in a Loan Group that became a Special Hazard Mortgage Loan during the related Prepayment Period, the excess of one month’s interest at the related Net Loan Rate on the Stated Principal Balance of such Mortgage Loan as of such Distribution Date over the amount of Liquidation Proceeds applied as interest on such Mortgage Loan with respect to such related Prepayment Period; (iii) after the Bankruptcy Coverage Termination Date, with respect to each Mortgage Loan in a Loan Group that became subject to a Bankruptcy Loss during the related Prepayment Period, the interest portion of the related Debt Service Reduction or Deficient Valuation; and (iv) after the Fraud Coverage Termination Date, with respect to each Mortgage Loan in a Loan Group that became a Fraud Loan during the related Prepayment Period, the excess of one month’s interest at the related Net Loan Rate on the Stated Principal Balance of such Mortgage Loan as of such Distribution Date over the amount of Liquidation Proceeds applied as interest on such Mortgage Loan with respect to such month. (e) Notwithstanding the priority and allocation set forth in Section 5.01(a)(vi) above, if with respect to any Class of Subordinate Certificates on any Distribution Date the sum of the related Class Subordination Percentages of such Class and of all other Classes of Subordinate Certificates which have a higher numerical Class designation than such Class (the “Applicable Credit Support Percentage”) is less than the Original Applicable Credit Support Percentage for such Class, no distribution of Principal Prepayments will be made to any such Classes (the “Restricted Classes”) and the amount of such Principal Prepayment otherwise distributable to the Restricted Classes shall be distributed to any Classes of Subordinate Certificates having lower numerical Class designations than such Class, pro rata, based on the Class Certificate Principal Balances of the respective Classes immediately prior to such Distribution Date and shall be distributed in the sequential order provided in Section 5.01(a)(vi) above. (i) Notwithstanding the priority and allocation set forth in Section 5.01(a)(vi), with respect to any Loan Group, on each Distribution Date prior to the Senior Credit Support Depletion Date but after the date on which the aggregate Class Certificate Principal Balance of each Class of the Senior Certificates related to that Loan Group has been reduced to zero, 100% of the Principal Prepayments on the Mortgage Loans in that Loan Group otherwise distributable on each Class of Subordinate Certificates pursuant to Section 5.01(a)(vi), in reverse order of priority, shall be distributed as principal to the Senior Certificates related to each other Loan Group remaining outstanding, provided that on such Distribution Date either clause (i) or (ii) in the definition of the Two Times Test has not been met. Such amount shall be allocated among the other Groups, pro rata based on aggregate Class Certificate Principal Balance of the related Senior Certificates, and paid to the Senior Certificates in such Group or Groups in the same priority as such Certificates would receive other distributions of principal pursuant to Section 5.01(a). (A) On any Distribution Date on which the Senior Certificates related to a Loan Group constitute an Undercollateralized Group, all amounts otherwise distributable as Available Funds on the Subordinate Certificates, in reverse order of priority (or, following the Senior Credit Support Depletion Date, such other amounts described in the immediately following sentence), will be distributed as principal to the Senior Certificates of such Undercollateralized Group pursuant to Section 5.01(a) first, up to the sum of the Accrued Interest Amount and the Principal Deficiency Amount for the related Undercollateralized Group (such distribution, an “Undercollateralization Distribution”) and second, to pay to the ~~Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ Subordinate Certificates and the Class A-BP R Certificate in the same order and priority as provided in Section 5.01(a)(vi). In the event that the Senior Certificates ~~in reduction of~~ related to a Loan Group constitute an Undercollateralized Group on any Distribution Date following the ~~Certificate Balances thereof: (I) prior~~ Senior Credit Support Depletion Date, Undercollateralization Distributions will be made from any Available Funds for a Loan Group not related to an Undercollateralized Group remaining after all required amounts have been distributed to the ~~Cross-Over Date~~ related Class of Senior Certificates. Undercollateralization Distributions will be applied first to pay accrued but unpaid interest, if any, and second to pay principal in the same priority and allocation provided in Section 5.01(a). (aB) ~~to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such~~ If on any Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero~~there are two or more Undercollateralized Groups, the ~~Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date,~~ distribution described in ~~the following priority:~~ paragraph (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1ii)(A) above ~~have been~~ will be made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class Apro-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tDeficiency Amount.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (HarborView Mortgage Loan Trust 2004-10), Pooling and Servicing Agreement (HarborView Mortgage Loan Trust 2004-10)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (vii), deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the Class A-4 Certificates the~~ Class A-~~AB Certificates~~PB, ~~the~~ Class ~~A-BP Certificates, the~~ A-4 and Class ~~X-A Certificates, the Class X-BP~~ A-5 Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution DateA-5FL Regular Interest, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of such ~~Classes; (B) to~~ Class of Certificates and the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ A-5FL Regular Interest for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the ~~Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class IO Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such ~~Class;~~ Distribution Date and ~~(C)~~ , to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class ~~X-A~~ of Senior Certificates (other than the Class A-5FL Certificates, ) and the Class ~~X-BP Certificates and Class X-B Certificates, from Available Funds for~~ A-5FL Regular Interest on such Distribution Date, ~~without regard~~ then the entire Available Distribution Amount shall be applied to ~~Asset Groups~~make distributions of interest to the Holders of the respective Classes of the Senior Certificates and the Class A-5FL Regular Interest, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates and the ~~respective~~ Class A-5FL Regular Interest for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (ii) to distributions of principal to the Holders of the Class A-PB Certificates, in an amount equal to the Loan Group 1 Principal Distribution Amount for such ~~Classes; provided~~Distribution Date and, ~~however~~after the Class A-1A Certificates have been retired, if the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on ~~any~~ such Distribution Date, until the ~~Available Funds are insufficient to pay in full the total amount of interest to be paid to any~~ Certificate Balance of the ~~Classes of~~ Class A-PB Certificates ~~described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ is reduced to the Class A-BP PB Planned Principal Balance; (iii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the ~~Available Funds available~~ Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date ~~shall be allocated among all those Classes~~ remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date, less any portion thereof distributed in respect of the Class A-PB Certificates up on such Distribution Date; (iv) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal toto the entire Loan Group 1 Principal Distribution Amount and, ~~and pro rata in accordance with~~after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the ~~respective Interest~~ entire Loan Group 2 Principal Distribution Amount for such ~~Classes~~ Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of ~~Certificates, without regard to Asset Groups. (ii) second,~~ any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB Certificates and the Class A-1 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of each of the Class A-1 and Class A-2 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1 and Class A-2 Certificates pursuant to clauses (ii), (iii) and (iv) above); (vi) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of each of the Class A-1, Class A-2 and Class A-3 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-PB Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv) and (v) above); (vii) after the Class Principal Balances of the Class A-1, Class A-2, Class A-3 and Class A-PB Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-4 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-3 and Class A-PB Certificates pursuant to clauses (ii), (iii), (iv), (v) and (vi) above); (viii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balances of each of the Class A-1, Class A-2, Class A-3, Class A-PB and Class A-4 Certificates have been reduced to zero, pro rata, to distributions of principal to the Holders of the Class A-5 Certificates and the Class A-5FL Regular Interest, in an amount (not to exceed the Class Principal Balance of the Class A-5 Certificates or the Class A-5FL Regular Interest, respectively, outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-3 and Class A-4 Certificates pursuant to clauses (ii), (iii), (iv), (v), (vi) and (vii) above); (ix) to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-PB, Class A-1, Class A-2, Class A-3, Class A-4 and Class A-5 Certificates and the Class A-5FL Regular Interest have been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii) and (viii) above; (x) to distributions to the Holders of the Class A-PB Certificates, the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class ~~A-BP~~ A-1A Certificates ~~in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to~~ and the Class ~~A-1~~ A-5FL Regular Interest, pro rata as among such Classes of Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates~~in accordance with, in an amount up equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to ~~the Group 1 Principal Distribution Amount for~~ each such ~~Distribution Date and, after the Certificate Balance~~ Class of ~~the Class A-BP~~ Certificates ~~has been reduced~~ and not previously reimbursed; (xi) to ~~zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first,~~ distributions of interest to the Holders of the Class A-AB M Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to ~~the Principal Distribution Amount for such Distribution Date, until the~~ all Distributable Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (vxii) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1~~ A Certificates (other than the Class A-5FL Certificates) and the Class A-5FL Regular Interest have been reduced to zero, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates,~~ to distributions of principal to the Holders of the Class A-~~AB Certificates and~~ M Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-BP M Certificates outstanding immediately prior to such Distribution Date) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xiii) to distributions to the Holders of the Class A–M Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Expenses, if any, previously allocated to the Class A-M Certificates and not previously reimbursed; (xiv) to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xv) after the Class Principal Balances of the Class A Certificates (other than the Class A-5FL Certificates) and the Class A-5FL Regular Interest and the Class A-M Certificates have been reduced to zero, to ~~the Holders~~ distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, principal to the Holders of the Class A-S J Certificates, ~~first up~~ in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xvi) to distributions to the Holders of the Class A-J Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class A-J Certificates and not previously reimbursed; (xvii) to distributions of interest to the Holders of the Class B Certificates in an amount equal to ~~the aggregate~~ all Distributable Certificate Interest in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class of Certificates for such ~~Class compounded monthly from~~ Distribution Date and, to the ~~date the related Realized Loss was allocated to such Class~~extent not previously paid, for all prior Distribution Dates; (~~vii~~xviii) ~~seventh~~after the Class Principal Balance of the Class A-J Certificates has been reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xix) to distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xx) to distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~xxi) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect~~ for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates ~~for such Distribution Date~~and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xixxii) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xxiii) to distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxiv) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction of the Certificate Balance thereof,~~ an amount ~~equal~~ (not to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ exceed the Class ~~A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate~~ Principal Balance of the Class D Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xvxxv) ~~fifteenth,~~ to distributions to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in ~~respect of interest, up to~~ an amount equal to, ~~the Interest Distribution Amount~~ and in ~~respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth~~reimbursement of, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tallocate

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2007-C31), Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2007-C31)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent~~ Trustee shall (except as otherwise provided in Section 9.01), based on information provided by the Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (viii) and deemed distributions from REMIC I pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of the remaining portion of the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, ~~each priority before making any distribution with respect to any succeeding priority~~as applicable: (i) ~~first,~~ to make distributions of interest to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 CertificatesA-1, Class ~~A-2 Certificates~~A-2, Class A-3 ~~Certificates,~~ and Class A-4 ~~Certificates and Class A-AB~~ Certificates, from the ~~portion of Available Funds attributable to the~~ Loan Group 1 ~~Assets~~ Available Distribution Amount, in an amount equal to, and pro rata as among those Classes of Senior Certificates in accordance with, all Distributable Certificate Interest in respect of each such Class of Senior Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and concurrently, to make distributions of interest to the Holders of the Class A-1A Certificates, from the Loan Group 2 Available Distribution Amount in an amount equal to all Distributable Certificate Interest in respect of the Class A-1A Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and also concurrently, to make distributions of interest to the Holders of the Class XC and Class XP Certificates, from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, in an amount equal to, and pro rata as between those Classes of Class X Certificates in accordance with, all Distributable Certificate Interest in respect of each such Class of Class X Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Distributable Certificate Interest payable as described above in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the ~~respective~~ Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Senior Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) ~~second,~~ to make distributions of principal to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Certificates, ~~until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to~~ the Holders of the Class A-3 ~~Certificates, in an amount up to the Group 1 Principal Distribution Amount~~ Certificates and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in that order, in each case until the related Class Principal Balance is reduced to zero, in an aggregate amount up (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates outstanding immediately prior to such Distribution Date) equal to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on~~ for such Distribution Date~~), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; and ~~(6) sixth~~concurrently, to make distributions of principal to the Holders of the Class ~~A-AB~~ A-1A Certificates, in an amount up (not to exceed the ~~Group 1~~ Class Principal ~~Distribution Amount and (if applicable)~~ Balance of the ~~Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on~~ Class A-1A Certificates outstanding immediately prior to such Distribution Date~~), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ ) equal to the ~~Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the~~ Loan Group 2 Principal Distribution Amount for such Distribution Date; provided that, if the portion of the Available Distribution Amount for such Distribution Date ~~and,~~ remaining after the ~~Certificate Balances~~ distributions of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments interest made pursuant to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and immediately preceding clause (IIi) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to is less than the Principal Distribution Amount for such Distribution Date, ~~until~~ then the ~~Certificate Balance~~ Holders of ~~each~~ the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates shall have a prior right, relative to the Holders of the Class A-1A Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group 1 Available Distribution Amount for such Distribution Date and the Holders of the Class A-1A Certificates shall have a prior right, relative to the Holders of the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group 2 Available Distribution Amount for such Distribution Date; and provided, further, that, notwithstanding the foregoing, if the aggregate of the Class Principal Balances of the Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class P and Class Q Certificates has previously been reduced to zero, then distributions of principal will be made to the Holders of the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class ~~A-BP~~ A-1A Certificates ~~is reduced~~ pursuant to ~~zero~~this clause (ii) up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the Class Principal Balance of each such Class of Senior Certificates outstanding immediately prior to such Distribution Date (and without regard to Loan Groups or the ~~Class A-AB Scheduled~~ Principal ~~Balance or Asset Groups~~Distribution Amount for such Distribution Date); (iii) ~~third~~after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 ~~Certificates,~~ Certificates and the Holders of the Class A-4 Certificates, in that order, in each case until the related Class Principal Balance is reduced to zero, in an aggregate amount (not to exceed the aggregate of the Class ~~A-AB~~ Principal Balances of those Classes of Senior Certificates ~~and~~ outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to those Classes of Senior Certificates on such Distribution Date pursuant to the ~~Class A-BP Certificates, first up to an amount~~ immediately preceding clause (ii)) equal to the ~~aggregate~~ excess, if any, of ~~unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon~~ the ~~aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate~~ Loan Group 2 Principal Distribution Amount for such Distribution Date, over the distributions of principal made with respect to the Class ~~compounded monthly from~~ A-1A Certificates on such Distribution Date pursuant to the ~~date the related Realized Loss was allocated to such Class~~immediately preceding clause (ii); (iv) ~~fourth~~after the aggregate of the Class Principal Balances of the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class ~~A-S~~ A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to clause (ii) above) equal to the excess, if any, of ~~interest~~the Loan Group 1 Principal Distribution Amount for such Distribution Date, up over the aggregate distributions of principal made with respect to the Class A-1, Class A-2, Class A-3 and/or Class A-4 Certificates on such Distribution Date pursuant to clause (ii) above; (v) to make distributions to the Holders of the Class A-1, Class A-2, Class A-3, Class A-4 and Class A-1A Certificates, in an amount equal to, pro rata in accordance with, -180- and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class of Certificates and not previously reimbursed; (vi) to make distributions of interest to the Holders of the Class B Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (vvii) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-2, Class ~~A-3 Certificates~~A-3, Class A-4 ~~Certificates, Class A-AB Certificates~~ and Class ~~A-BP~~ A-1A Certificates have been reduced to zero, to ~~the Holders~~ make distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)). (viii) to make distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (ix) to make distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~x) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution ~~Date~~Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xi) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ make distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xii) to make distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiii) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xiv) to make distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xv) to make distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xvi) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D E Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class E Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Sequential Pay Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~xvii) ~~sixteenth,~~ to make distributions to the Holders of the Class ~~E-RR~~ E Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class E Certificates and not previously reimbursed; (xviii) to make distributions of interest to the Holders of the Class F Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of F Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~xvii~~xix) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~E-RR~~ F Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class F Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xx) to make distributions to the Holders of the Class F Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class F Certificates and not previously reimbursed; (xxi) to make distributions of interest to the Holders of the Class G Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates~~G Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxii) after the Class ~~B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate~~ Principal Balance of the Class ~~E-RR~~ F Certificates has been reduced to zero~~; (xviii) eighteenth~~, to make distributions of principal to the Holders of the Class ~~E-RR~~ G Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class G Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Sequential Pay Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~xxiii) ~~nineteenth,~~ to make distributions to the Holders of the Class ~~F-RR~~ G Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class G Certificates and not previously reimbursed; (xxiv) to make distributions of interest to the Holders of Class H Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of H Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (xxxxv) ~~twentieth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ G Certificates ~~and Class E-RR Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~F-RR~~ H Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class H Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xxvi) to make distributions to the Holders of the Class H Certificates in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates and not previously reimbursed; (xxvii) to make distributions of interest to the Holders of the Class J Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ J Certificates ~~and Class E-RR Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxviii) after the Class Principal Balance of the Class ~~F-RR~~ H Certificates has been reduced to zero~~; (xxi) twenty-first~~, to make distributions of principal to the Holders of the Class ~~F-RR~~ J Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class J Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such ~~Class compounded monthly from the date the related Realized Loss was allocated to~~ Distribution Date (net of any portion thereof distributed on such ~~Class; (xxii) twenty-second,~~ Distribution Date to the Holders of ~~the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such~~ any other Class of Sequential Pay Certificates ~~for such Distribution Date~~pursuant to any prior clause of this Section 4.01(a)); (~~xxiii~~xxix) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to ~~zero,~~ make distributions to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc Trust 2004-Mkb1), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc Trust 2004-Mkb1)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Trustee shall withdraw from the Distribution Account and Net Rate Cap Fund, as applicable, Available Funds for such Distribution Date and, on the Class P Principal Distribution Date, the Class P Deposit, and apply such amounts in the following order of priority, in each case, to the extent of the funds remaining therefor: (1) To the Trustee, the Trustee Fee for such Distribution Date; (2) Concurrently, to the Class A and Class A-IO Certificates, the related Class Interest Distribution for such Distribution Date, pro rata based on their respective entitlements; (3) Sequentially, first to the Class M-1 Certificates, second, concurrently, to the Class M-2A and Class M-2F Certificates pro rata based on their respective entitlements, third to the Class M-3 Certificates and fourth to the Class M-4 Certificates, the related Class Monthly Interest Amounts for such Distribution Date; (4) To the Class A Certificates, the Senior Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein. (5) To the Class M-1 Certificates, the Class M-1 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (6) Concurrently, to the Class M-2A and Class M-2F Certificates, pro rata based upon their respective Class Principal Balances, the Class M-2 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (7) To the Class M-3 Certificates, the Class M-3 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (8) To the Class M-4 Certificates, the Class M-4 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (9) To the Class A, Class M-1, Class M-2A, Class M-2F, Class M-3 and Class M-4 Certificates, the Subordination Increase Amount for such Distribution Date applied in the same order as other principal distributions on that Distribution Date; (10) To the Class M-1 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (11) Concurrently, to the Class M-2A and Class M-2F Certificates, pro rata based on the applicable carryover shortfall, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (12) To the Class M-3 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (13) To the Class M-4 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall (14) To the Class BIO Certificates for concurrent deposit in the Net Rate Cap Fund, the Net Rate Cap Fund Deposit; (15) To the Offered Certificates (other than the Class A-IO Certificates) in the order and priority described in Section 5.08(c), the related Net Rate Cap Carryover, to be treated as paid from and to the extent of funds on deposit in the Net Rate Cap Fund (including amounts under the Interest Rate Cap Agreement); (16) To the Class BIO Certificates, the Class BIO Distribution Amount, less amounts distributed pursuant to Section 5.01(a)(14) on such Distribution Date; (17) To the Successor Servicer and the Trustee, as applicable, any Servicing Transfer Costs and other amounts payable to the Successor Servicer or the Trustee, as applicable, pursuant to Sections 3.01(g), 8.01 and 9.05, to the extent not otherwise paid by the Servicer or the Seller, as applicable; and (18) To the Class R-1 Certificateholders, Class R-2 Certificateholders and Class R-3 Certificateholders, the remainder in REMIC I, REMIC II and REMIC III, respectively. (b) On each Distribution Date, the Class Interest Distribution for each Class of Senior Certificates will be distributed on an equal priority and any shortfall in the amount required to be distributed as interest will be allocated with respect to the ~~extent~~ Senior Certificates, between the related Classes of Certificates, pro rata based on the ~~Available Funds for~~ amount that would have been distributed on each Class in the absence of such shortfall. On each Distribution Date, the ~~Certificate Administrator shall~~ Class Interest Distribution for each Class of Class M-2 Certificates will be ~~deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account~~ distributed on an equal priority and any shortfall in the ~~amounts and priorities set forth in Section 4.01(d)~~ amount required to be distributed as interest will be allocated with respect to the Class M-2 Certificates, between the related Classes of Certificates, pro rata based on the amount that would have been distributed on each Class in the absence of ~~Lower-Tier Regular Interests~~such shortfall. (c) On each Distribution Date on or prior to the Class P Principal Distribution Date, ~~and immediately thereafter,~~ the Trustee shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class ~~A-1 Certificates,~~ P Certificates of all Prepayment Charges on deposit in the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in Distribution Account with respect ~~of interest, concurrently, as follows: (A)~~ to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ Mortgage Loans during the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to related Prepayment Period. Such Prepayment Charges will not be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, distributions to the Holders of the ~~Class A-1 Certificates,~~ other Classes of Certificates and shall not reduce the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB P Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups;. (~~iii~~d) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any The Trustee shall make distributions in respect of a Distribution Date to each Certificateholder of record on the related Record Date (other than as provided in Section 10.01 respecting the final distribution), in the case of Holders of Offered Certificates, by check or money order mailed to such Certificateholder at the address appearing in the Certificate Register, or, upon written request by a Holder of an Offered Certificate delivered to the Trustee at least five Business Days prior to the related Distribution Date, by wire transfer or otherwise, and, in the case of Holders of Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~P Certificates, Class ~~A-3~~BIO Certificates or Residual Certificates, ~~Class A-4~~by wire transfer, ~~Class A-AB and Class A-BP Certificates~~ if appropriate wiring instructions have been ~~made on such~~ received by the Trustee at least five (5) Business Days prior to the related Distribution Date~~) until~~ , or, if not, by check or money order to such Certificateholder at the ~~outstanding~~ address appearing in the Certificate ~~Balance~~ Register. Distributions among Certificateholders of ~~the~~ a Class ~~A-S Certificates has been reduced to zero; (vi) sixth,~~ shall be made in proportion to the ~~Holders of~~ Percentage Interests evidenced by the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect Certificates of such Class ~~of Certificates for~~ held by such ~~Distribution Date;~~Certificateholders. (~~viii~~e) ~~eighth~~Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, ~~after~~ which shall credit the amount of such distribution to the accounts of its Depository Participants in accordance with its normal procedures. Each Depository Participant shall be responsible for disbursing such distribution to the Certificate ~~Balances~~ Owners that it represents and to each indirect participating brokerage firm (a “brokerage firm” or “indirect participating firm”) for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Certificate Owners that it represents. All such credits and disbursements with respect to a Book-Entry Certificate are to be made by the Depository and the Depository Participants in accordance with the provisions of the ~~Class A Certificates have been reduced to zero, to the Holders~~ Certificates. None of the ~~Class B Certificates~~Trustee, ~~in reduction of~~ the Paying Agent, the Certificate ~~Balance thereof~~Registrar, ~~up to an amount equal to~~ the ~~Principal Distribution Amount (~~Depositor, the Servicer or the ~~portion thereof remaining after~~ Seller shall have any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tresponsibility therefor except as otherwise provided by applicable law.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Home Equity Loan Asset-Backed Certificates Series 2003-2), Pooling and Servicing Agreement (Home Equity Loan Asset-Backed Certificates Series 2003-2)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the~~ Class X-~~A Certificates~~A, ~~the~~ Class X-~~BP Certificates and the~~ B, Class X-B D and Class X-E Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class A-2 ~~Certificates, the~~ and Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP~~ Certificates in reduction of ~~the~~ their Certificate ~~Balances thereof~~Balances: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up equal to the ~~Group 1~~ Principal Distribution ~~Amount and~~ Amount, until the outstanding Certificate Balance of the Class A-1 Certificates is reduced to zero; (~~if applicable~~2) second, to the ~~Group 2~~ Holders of the Class A-2 Certificates, in an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-1~~ A-2 Certificates ~~has been~~ is reduced to zero; and (3) third, to the Holders of the Class ~~A-2 Certificates~~ A-3 Certificates, in an amount up equal to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been is reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class ~~A-2, Class A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class A-2 ~~Certificates, the~~ and Class A-3 Certificates, ~~the Class A-4 Certificates~~first, ~~the Class A-AB Certificates and the Class A-BP Certificates, first~~ (i) up to an amount equal ~~to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ to, and pro rata ~~(based upon~~ in accordance with the aggregate unreimbursed Realized Losses previously allocated to each such Class), ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates~~A-1, Class A-2 ~~Certificates,~~ and Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3, Class A-4, Class A-AB~~ A-2 and Class ~~A-BP~~ A-3 Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates ~~has been~~ is reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates ~~has been~~ is reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates ~~has been~~ is reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect~~ Amount of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class ~~A Certificates~~A, Class B ~~Certificates~~ and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class B ~~Certificates~~ and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates ~~has been~~ is reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates ~~has been~~ is reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates ~~has been~~ is reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class~~Class until the date such Realized Loss is reimbursed; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect~~ of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class F-RR Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates ~~has been~~ is reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, ~~first~~ first, (i) up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ then, (ii) in an amount equal to all accrued and unpaid interest on ~~that~~ the amount set forth in clause (i) at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ~~Class;~~Class until the date such Realized Loss is reimbursed; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR~~ R Certificates, in respect of ~~interest~~the Class UR Interest, up the amount, if any, of the Available Funds remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Periodic Payments, Balloon Payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Funds for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of principal or reimbursement of Realized Loss in an amount equal toto the amount of principal or reimbursement of Realized Loss actually distributable to the Holders of the respective Related Certificates as provided in Section 4.01(a), Section 4.01(c), and Section 4.01(h) such that at all times the Lower-Tier Principal Amount of each Class of Lower-Tier Regular Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Lower-Tier Regular Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of ~~such Class~~ its Related Certificates plus a pro rata portion of ~~Certificates for such~~ the Interest Distribution ~~Date;~~ Amount in respect of (~~xxvi~~i) ~~twenty-sixth, after~~ in the ~~Certificate Balances~~ case of the Class LA1, Class LA2 and Class LA3 Uncertificated Interests, the Class X-A Certificates, (ii) in the case of the Class LAS, Class LB and Class LC Uncertificated Interests, the Class X-B Certificates, (iii) in the case of the Class ~~C Certificates~~LD Uncertificated Interests, the Class X-D Certificates, and (iv) in the case of the Class ELE Uncertificated Interests, the Class X-RR E Certificates, ~~Class F~~in each case, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-RR Through Rate of the Related Certificates and ~~Class G~~a notional amount equal to its related Lower-RR Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Lower-Tier Regular Interest shall equal the Certificate Balance of the Related Certificates ~~have been reduced~~ with respect thereto, as adjusted for the allocation of Realized Losses, as provided in Sections 4.04(b) and 4.04(c). The initial principal balance of each Lower-Tier Regular Interest shall equal the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to ~~zero,~~ each Lower-Tier Regular Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Prepayment Premiums and Yield Maintenance Charges pursuant to Section 4.01(d)(iii) shall be distributed to the Holders of the Class HR Certificates in respect of the Class LR Interest (but only to the extent of the Available Funds for such Distribution Date remaining in the Lower-Tier REMIC Distribution Account, if any). (c) While the Certificate Balance of any Class of Certificates is reduced to zero, such Class shall not be entitled to any further distributions in respect of interest or principal other than reimbursement of Realized Losses with interest and other amounts provided for in this Section 4.01. (d) (i) On each Distribution Date, Prepayment Premiums and Yield Maintenance Charges, if any, collected in respect of any Mortgage Loan or REO Loan during the related Collection Period, in each case net of any Liquidation Fees or Workout Fees payable therefrom, shall be distributable as follows: (i) to each of the Class A-1, Class A-2, Class A-3, Class A-S, Class B, Class C, Class D, Class E, Class F-RR and Class G-RR Certificates, ~~in reduction~~ the product of (A) such Yield Maintenance Charge or Prepayment Premium, (B) the ~~Certificate Balance t~~related Base Interest Fraction for such Class of Certificates, and (C) a fraction, the numerator of which is equal to the amount of principal distributed to such Class of

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (BMO 2026-5c14 Mortgage Trust), Pooling and Servicing Agreement (BBCMS Mortgage Trust 2026-5c40)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Paying Agent shall apply an amount equal to the ~~extent of the~~ Available ~~Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) to the Non-PO Class A Certificateholders, all distributable amounts up to the sum of (A) the Aggregate Class A Interest Accrual Amount and (B) the Aggregate Class A Interest Shortfall; (ii) the balance, if any, of the Available Distribution Amount shall be allocated, first, pro rata (in accordance with the maximum amounts distributable in accordance with this paragraph (ii)) and concurrently between (A) the Non-PO Class A Certificateholders, the amounts distributable pursuant to paragraph (b)(ii)(A) below, up to the ~~Holders of the~~ Non-PO Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~ A Optimal Principal Amount and (B) the Class A-~~AB Certificates~~P Certificateholders, the Class A-~~BP Certificates~~P Amount, in accordance with paragraph (b)(ii)(B) below and second, to the Class A-P Certificateholders, the Class XA-~~A Certificates~~P Shortfall Amount, in accordance with paragraph (b)(iii) below; (iii) to the Class M Certificateholders, the ~~Class X-BP Certificates~~ balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) and (ii) above, in accordance with, and up to the amount calculated pursuant to, Section 6.01(c) below; (iv) to the Class X-B ~~Certificates~~Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) through (iii) above, in ~~respect~~ accordance with, and up to the amounts calculated pursuant to, Section 6.01(d) below; and (v) to the Class A-R Certificateholders the balance, if any, of ~~interest, concurrently,~~ the Available Distribution Amount remaining after the distributions provided for in paragraphs (i) through (iv) above. (b) Amounts payable to the Class A Certificateholders on any Distribution Date shall be distributed as follows: (i) to the extent the amount available for distribution pursuant to paragraph (a)(i)(A) above is sufficient: (A) to the Class A-1 ~~Certificates~~Certificateholders, (1) the Class ~~A-2 Certificates,~~ A-1 Interest Accrual Amount plus (2) the Class ~~A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ A-1 Shortfall from the ~~portion of Available Funds attributable to the Group 1 Assets for such~~ preceding Distribution Date~~, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~; (B) to the Class A-2 Certificateholders, (1) the Class A-2 Interest Accrual Amount plus (2) the Class A-2 Shortfall from the preceding Distribution Date; (C) to the Class A-3 Certificateholders, (1) the Class A-3 Interest Accrual Amount plus (2) the Class A-3 Shortfall from the preceding Distribution Date; (D) to the Class A-~~BP Certificate~~R Certificateholder, (1) the Class A-R Interest Accrual Amount plus (2) the Class A-R Shortfall from the preceding Distribution Date; and (E) to the Class A-X Certificateholders, (1) the Class A-X Interest Accrual Amount plus (2) the Class A-X Shortfall from the preceding Distribution Date; (ii) concurrently, (A) to the Non-PO Class A Certificateholders, up to the Non-PO Class A Optimal Principal Amount, allocated among the Non-PO Class A Certificates in accordance with the Non-PO Class A Principal Payment Rules and (B) to the Class A-P Certificateholders, the Class A-P Amount; (iii) to the Class A-P Certificateholders, the Class A-P Shortfall Amount; provided, however, that any amounts distributed pursuant to this Section 6.01(b)(iii) shall not cause a further reduction in the Outstanding Certificate Principal Balance of the Class A-P Certificates; and (iv) If the Available Distribution Amount is insufficient to make the distributions set forth in paragraph (b)(i) above, the Paying Agent shall distribute the Available Distribution Amount to the Non-PO Class A Certificateholders pro rata in accordance with the amounts otherwise distributable to them pursuant to paragraph (b)(i)(A)-(E) above. (c) Amounts payable on any Distribution Date to the Class M Certificateholders shall be distributed up to an amount equal to (A) the Class M Interest Accrual Amount plus (B) the Class M Shortfall from the preceding Distribution Date plus (C) the portion of ~~Available Funds attributable~~ the Subordinated Optimal Principal Amount allocable (pursuant to Section 6.01(e)) to the ~~BP Freely Prepayable Note~~ Class M Certificates plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class M Certificates. (d) Amounts payable on any Distribution Date to the Class B Certificateholders pursuant to Section 6.01(a)(iv) shall be distributed in ~~Asset Group 2 for such Distribution Date~~the following priority: (1) first, to the Class B-1 Certificateholders, up to an amount equal to (A) the Class B-1 Interest Accrual Amount plus (B) the Class B-1 Shortfall from the preceding Distribution ~~Amount for such Class; and~~ Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~X-A Certificates, Class X-BP~~ B-1 Certificates ~~and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in accordance ~~with, the respective Interest Distribution Amount for such Classes; provided, however, if on~~ with Section 6.01(e) plus (D) any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid Carry-over Subordinated Principal Amounts with respect to the Class ~~A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of~~ B-1 Certificates ~~up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~ plus (iiE) ~~second, to the Holders~~ any portion of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) Subordinated Optimal Principal Amount allocated to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ M Certificates ~~and Class A-AB Certificates,~~ in ~~an amount up to~~ excess of the ~~Group 1~~ Outstanding Certificate Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on~~ such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; Class; (2) second, to the ~~Holders~~ Class B-2 Certificateholders, up to an amount equal to (A) the Class B-2 Interest Accrual Amount plus (B) the Class B-2 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-1 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-2 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-2 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-1 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-1 Certificates has been reduced to zero;~~ such Class; (3) third, to the ~~Holders~~ Class B-3 Certificateholders, up to an amount equal to (A) the Class B-3 Interest Accrual Amount plus (B) the Class B-3 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~A-2~~ B-3 Certificates in ~~an amount up~~ accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the ~~Group 1~~ Class B-3 Certificates plus (E) any portion of the Subordinated Optimal Principal ~~Distribution~~ Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-2 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-2 Certificates has been reduced to zero;~~ such Class; (4) fourth, to the ~~Holders~~ Class B-4 Certificateholders, up to an amount equal to (A) the Class B-4 Interest Accrual Amount plus (B) the Class B-4 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-3 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-4 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-4 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-3 Certificates in excess of the Outstanding Certificate Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of ~~the Class A-3 Certificates has been reduced to zero~~such Class; and (5) fifth, to the ~~Holders of the~~ Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interestB-5 Certificateholders, up to an amount equal to (A) the Class B-5 Interest Accrual Amount plus (B) the Class B-5 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class B-5 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class B-5 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount allocated to the Class B-4 Certificates in excess of the Outstanding Certificate Principal Balance of such ~~Class~~ Class. (e) On each Distribution Date, the Subordinated Optimal Principal Amount shall be allocated among the Classes of Subordinated Certificates ~~for~~ entitled, pursuant to the next succeeding sentence, to an allocation of principal on such Distribution Date~~; (v) fifth~~, ~~after~~ pro rata based upon the Outstanding Certificate Principal Balances of all such Classes so entitled. With respect to the ~~Class A-1~~ Subordinated Certificates, on each Distribution Date, principal shall be distributable to (1) any Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ of Subordinated Certificates which has current Credit Support (before giving effect to any distribution of principal and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any ~~distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made~~ Realized Losses allocable on such Distribution Date) ~~until~~ greater than or equal to the Original Credit Support for such Class; (2) the Class having the lowest numerical class designation of any outstanding ~~Certificate Balance~~ Class of Subordinated Certificates which does not meet the criteria in (1) above; and (3) the Class B-5 Certificates if all other outstanding Classes of Subordinated Certificates meet the criteria in (1) above or if no other Class of Subordinated Certificates is outstanding; provided, however, that no Class of Subordinated Certificates shall receive any distributions of principal if any Class of Subordinated Certificates having a lower numerical class designation than such Class fails to meet the criteria in (1) above. For purposes of this paragraph, the Class M Certificates shall be deemed to have a lower numerical class designation than each Class of Class B Certificates. (f) Based upon the information received from the Servicer as provided in Section 6.02, the Paying Agent shall make all calculations necessary to make the distributions described in this Section 6. 01. All distributions made to Certificateholders of any Class on each Distribution Date will be made to the Certificateholders of the respective Class of record on the next preceding Record Date, except that the final distribution with respect to each Class shall be made as provided in the forms of Certificates. All distributions made to Certificateholders shall be based on the Percentage Interest of the Class ~~A-S Certificates~~ represented by their respective Certificates, and shall be made either by transfer in immediately available funds to the account of such Holder at a bank or other financial or depository institution having appropriate facilities therefor, if such Holder has so notified the Trustee or, if a Paying Agent has been ~~reduced to zero; (vi) sixth~~appointed under Section 4.05, the Paying Agent, in writing at least 10 Business Days prior to the ~~Holders of the Class A-S Certificates,~~ first up Distribution Date for which distribution by wire transfer is to ~~an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to~~ be made and such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect Holder's Certificates of such Class ~~of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates,~~ in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate evidence an original denomination of ~~unreimbursed Realized Losses previously allocated to~~ not less than $5,000,000 or such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Holder holds a 100% Percentage Interest ~~Distribution Amount in respect~~ of such Class or, if not, by check mailed to the address of ~~Certificates for such Distribution Date; (xi) eleventh, after~~ the Person entitled thereto as it appears on the Certificate ~~Balances~~ Register, except that the final distribution in retirement of the ~~Class A~~ Certificates will be made only upon presentation and ~~the Class B Certificates have been reduced to zero, to the Holders~~ surrender of the ~~Class C~~ Certificates at the office specified in ~~reduction of~~ the final Distribution Notice. If on any Determination Date, the Servicer determines that there are no Mortgage Loans outstanding and no other funds or assets in the Trust Fund other than the funds in the Certificate ~~Balance thereof~~Account, ~~up to an amount equal to~~ the ~~Principal Distribution Amount (~~Trustee or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates if a Paying Agent has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance withappointed under Section 4.05, the ~~respective Interest Distribution Amounts~~ Paying Agent shall promptly send the final distribution notice to each Certificateholder specifying the manner in ~~respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after~~ which the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tfinal distribution will be made.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Chase Funding Inc), Pooling and Servicing Agreement (Chase Mortgage Finance Corp)

Distributions. (a) ~~[Reserved] (b) On~~ Subject to Section 3.21(c), on each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds for each Loan Group and Principal Distribution Amount for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~I-A Certificates, the ~~Class X-BP Certificates~~ Current Interest and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective any Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Carry Forward Amount for such Class; and (Cii) Loan Group II, to the Class XII-A Certificates, ~~Class X-BP Certificates~~ the Current Interest and ~~Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective~~ any Interest ~~Distribution~~ Carry Forward Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (ivB) ~~fourth~~From Interest Funds in respect of: (i) Loan Group I, to the ~~Holders~~ Class II-A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(ii) above; (ii) Loan Group II, to the Class AI-S A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(i) above; (C) From remaining Interest Funds in respect of ~~interest~~both Loan Groups, up sequentially to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6, Class B-1, Class B-2 and Class B-3 Certificates, in that order, the Current Interest for each such Class. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated as set forth in the definition of “Current Interest” herein. (2) On each Distribution Date, the Principal Distribution Amount shall be distributed in the following manner and order of priority: (A~~-BP Certificates have been made~~ ) For each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date) , to the Class I-A Certificates, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class AII-~~S Certificates has been~~ A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class ~~A-S~~ M-5 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ from any remaining Principal Distribution Amount for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ B-1 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for such Distribution Date) , until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date, to the ~~Holders~~ Class I-A Certificates, the Class I-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class II-A Certificates, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class B-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the Group I Principal Distribution Amount or Group II Principal Distribution Amount, as applicable, or the Class B I-A Principal Distribution Amount or Class II-A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated to the remaining Classes of Class A Certificates pro rata in the same manner and order of priority described above; and (4) Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and shall be distributed in the following manner and order of priority: (A) to the Class A Certificates, ~~first up~~ (a) first, any remaining Interest Carry Forward Amount due with respect to each such Class to the extent not fully paid pursuant to clause (a)(1) above and Section 3.21(d), and (b) second, any Unpaid Realized Loss Amount for each such Class for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class to the extent not fully paid pursuant to Section 3.21(d); (B) from any remaining Excess Cashflow, sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2 and Class B-3 Certificates, in that order, an amount equal to the ~~aggregate~~ Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.21(d); (C) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Classes of ~~unreimbursed Realized Losses previously~~ Class A Certificates, any Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class, to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (D) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2 and Class B-3 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (E) from any remaining Excess Cashflow, first, to the Class A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2 and Class B-3 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such ~~Class~~Classes of Certificates, ~~then interest on that amount at~~ to the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~extent not previously reimbursed; (xF) ~~tenth~~from any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund (other than to the extent already paid by the Swap Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (G) from any remaining Excess Cashflow, to the Class C Interest and Class C Certificates, an amount equal to the Class C Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) from any remaining Excess Cashflow, to each of the Class R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class C Certificates, provided that such distributions shall not be in ~~respect~~ reduction of ~~interest~~the principal balance thereof. In addition, ~~up to an amount equal~~ notwithstanding the foregoing clause (a)(2), to the ~~Interest~~ extent a Class IO Distribution Amount ~~in respect of such~~ is payable from principal collections, Principal Distribution Amounts will be deemed paid to the most subordinate Class of ~~Certificates for such Distribution Date; (xi) eleventh~~Regular Certificates, ~~after~~ until the Certificate ~~Balances of the Class A Certificates and the Class B Certificates have~~ Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.21(f). In addition, notwithstanding the ~~Holders of~~ foregoing, on any Distribution Date after the ~~Class C Certificates in reduction of~~ Distribution Date on which the Certificate Principal Balance ~~thereof~~of a Class of Class A, ~~up to an amount equal to the Principal Distribution Amount (~~Class M or ~~the portion thereof remaining after any distributions in respect of the Class A Certificates and the~~ Class B ~~Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C~~ Certificates has been reduced to zero;, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. (~~xii~~b) ~~twelfth,~~ In addition to the ~~Holders~~ foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Protected Account pursuant to Section 4.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~C Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the unreimbursed~~ of Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such~~ any Class of Certificates ~~for~~ currently exists as the result of a prior allocation of a Realized Loss, such ~~Distribution Date; (xiv) fourteenth, after~~ Subsequent Recoveries will be applied as Excess Spread. The amount of any remaining Subsequent Recoveries will be applied to increase the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D of Certificates ~~has been reduced to zero; (xv) fifteenth~~with the next highest payment priority, up to the ~~Holders~~ amount of ~~the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed~~ such Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the~~ and so on. Holders of ~~the Class E-RR Certificates,~~ such Certificates will not be entitled to any payment in respect of ~~interest, up~~ Current Interest on the amount of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to ~~an amount equal to,~~ the ~~Interest Distribution Amount in respect~~ Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) Subject to Section 10.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such Holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates ~~for~~ registered in the name of a Depository shall be made to such Depository in immediately available funds. (d) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date~~; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates~~, the ~~Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero,~~ Master Servicer shall deliver a report to the ~~Holders of the Class E-RR Certificates,~~ Trustee in ~~reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount~~ electronic form (or by such other means as the ~~portion thereof remaining after any~~ Master Servicer and the Trustee may agree from time to time) containing such data and information, as agreed to by the Master Servicer and the Trustee required to permit the Trustee to prepare the Monthly Statement to Certificateholders and to make the required distributions ~~in respect of~~ for the ~~Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such~~ related Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Sl2), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Sl2)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds and Principal Funds for each Loan Group for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class ~~A-1~~ I-A-1, Class I-A-2 and Class I-A-3 Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class, on a PRO RATA basis based on the entitlement of each such Class; and (ii) Loan Group II, to the Class II-A-1 Certificates and Class II-A-2 Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class, on a PRO RATA basis based on the entitlement of each such Class; and (iii) Loan Group III, to the Class ~~A-3~~ III-A-1 Certificates and Class III-A-2 Certificates, the ~~Class A-4 Certificates~~ Current Interest and any Interest Carry Forward Amount for each such Class, on a PRO RATA basis based on the entitlement of each such Class; (B) From remaining Interest Funds in respect of the non-related Loan Groups, to the Class I-A, Class II-~~AB Certificates, the~~ A and Class ~~A-BP Certificates, the Class X~~III-A Certificates, the ~~Class X-BP Certificates~~ remaining Current Interest, if any, and the ~~Class X-B Certificates~~remaining Interest Carry Forward Amount, ~~in respect of interest~~if any, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~; (B) to~~ , PRO RATA based on the ~~Class A-BP Certificate, from the portion~~ entitlement of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for~~ each such Class; and (C) From remaining Interest Funds in respect of all Loan Groups, sequentially, to the Class XM-1, Class ▇-A ▇, ▇▇▇▇▇ ▇-▇, Class M-4, Class 121 M-5, Class M-6, Class M-7 and Class M-8 Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in ~~accordance with~~that order, the ~~respective~~ Current Interest for each such Class. Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount ~~for such Classes; provided, however, if on~~ and will be included as part of the Principal Distribution Amount. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and distributed pursuant to clauses (4)(A) through (G) below. On any Distribution Date, ~~the Available Funds are insufficient to pay in full the total amount of interest to be paid to~~ any ~~of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the ~~Class A-BP Certificates, the Available Funds available for such Distribution Date shall~~ extent not covered by Compensating Interest will be allocated ~~among all those Classes~~ as set forth in the definition of ~~Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups~~"Current Interest" herein. (ii2) ~~second~~Principal Funds, to including any Extra Principal Distribution Amount, shall be distributed in the ~~Holders~~ following manner and order of ~~the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ priority: (A~~-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof:~~ ) For each Distribution Date (Ii) prior to the ~~Cross-Over~~ Stepdown Date or (aii) to on which a Trigger Event is in effect: (i) To the Class ~~A-1~~ A Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to~~ the ~~Group 1~~ Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates has been reduced~~ to ~~zero,~~ be distributed as follows: (1) from the Group 2 I Principal Distribution Amount ~~remaining after payments to the Class A-BP Certificates have been made on~~ for such Distribution Date, ~~in the following priority: (1) first~~sequentially, to the ~~Holders of the~~ Class AI-AB A-1, Class I-A-2 and Class I-A-3 Certificates, in ~~an amount up~~ that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (2) from the Group 1 II Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance~~ for such Distribution Date~~; (2) second~~, PRO RATA to the ~~Holders of the~~ Class II-A-1 Certificates and Class II-A-2 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the ~~outstanding~~ Certificate ~~Balance of the Class A-1 Certificates has been~~ Principal Balances thereof are reduced to zero; ~~(3) third~~provided, ~~to the Holders of the Class A-2 Certificates~~ however, that if a Group II Sequential Trigger Event is in ~~an amount up to~~ effect, the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 II Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balances of~~ shall be distributed sequentially to the Class II-A-1 ~~Certificates,~~ Certificates and Class II-A-2 Certificates, ~~Class A-3 Certificates~~in that order, ~~Class A-4 Certificates and Class A-AB Certificates have been~~ in each case until the Certificate Principal Balance thereof is reduced to zero, ; and (3) from the Group 1 III Principal Distribution Amount ~~remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on~~ for such Distribution Date, PRO RATA to the Class III-A-1 Certificates and Class III-A-2 Certificates, until the Certificate ~~Balance of the Class A-BP Certificates has been~~ Principal Balances thereof are reduced to zero; provided, however, that if a Group III Sequential Trigger Event is in effect, the Group III Principal Distribution Amount for such Distribution Date shall be distributed sequentially to the Class III-A-1 Certificates and Class III-A-2 Certificates, in that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (IIii) To the Class M-1 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class M-7 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (ix) To the Class M-8 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the ~~Cross-Over~~ Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) from the Group I Principal Distribution Amount for such Distribution Date, sequentially, to the Class I-A-1, Class ~~A-2, Class A-3, Class A-4, Class A~~I-AB A-2 and Class AI-BP A-3 Certificates, ~~pro rata~~ in that order, the Class I-A Principal Distribution Amount for such Distribution Date, in each case until the Certificate Principal Balance thereof is reduced to zero; (~~based on their respective Certificate Balances~~2) ~~in an amount equal~~ from the Group II Principal Distribution Amount for such Distribution Date, PRO RATA to the Class II-A-1 Certificates and Class II-A-2 Certificates, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate ~~Balance of each of~~ Principal Balances thereof are reduced to zero; and (3) from the Group III Principal Distribution Amount for such Distribution Date, PRO RATA to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~III-AB A-1 Certificates and Class AIII-~~BP Certificates~~ A-2 Certificates, the Class III-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero. (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) ~~third~~To the Class M-2 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class M-7 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (ix) To the Class M-8 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups for such Distribution Date, the Class M-8 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the PRO RATA portion of the Principal Distribution Amount or the applicable Class A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated among the remaining group or groups of Class A Certificates PRO RATA and among the Classes of each such certificate group in the same manner and order of priority described above; and (4) Any Excess Cashflow shall be distributed in the following manner and order of priority: (A) from any remaining Excess Cashflow, to the ~~Holders of the~~ Class ~~A-1~~ A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, PRO RATA, in accordance with the ~~Class A-2 Certificates~~Interest Carry Forward Amount due with respect to each such Class, ~~the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal~~ to the ~~aggregate of unreimbursed~~ extent not fully paid pursuant to clauses (1) (A) and (B) above and Section 3.20(c) and (b) second, any Unpaid Realized ~~Losses previously allocated to~~ Loss Amount for such Classes ~~pro rata (based upon~~ for such Distribution Date, PRO RATA, in accordance with the ~~aggregate unreimbursed~~ Applied Realized ~~Losses previously~~ Loss Amount allocated to each such Class~~), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~; (ivB) ~~fourth~~from any remaining Excess Cashflow, sequentially, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6, Class M-7 and Class M-8 Certificates, in that order, an amount equal to the Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.20(c); (C) from any remaining Excess Cashflow otherwise distributable to the Class CE Interest and the Class CE Certificates, to the Reserve Fund to pay to the Class I-A, Class II-~~BP Certificates have been made on~~ A and Class III-A Certificates, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, on a PRO RATA basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class and to the extent not paid pursuant to Section 3.20(c); (D) ~~until~~ from any remaining Excess Cashflow otherwise distributable to the ~~outstanding Certificate Balance~~ Class CE Interest and the Class CE Certificates, to the Reserve Fund to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7 and Class M-8 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not paid pursuant to Section 3.20(c); (E) from any remaining Excess Cashflow, to the Class A Certificates, on a PRO RATA basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7 and Class M-8 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such Classes of Certificates, to the extent not previously reimbursed; (F) from any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund; (G) from any remaining Excess Cashflow, to the Class CE Interest and Class CE Certificates, an amount equal to the Class CE Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) any remaining amounts to each of the Class ~~A-S~~ R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class P Interest and the Class P Certificates, provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule, any amount on deposit in the Class P Certificate Account will be distributed to the Holders of the Class P Interest and the Class P Certificates in reduction of the Certificate Principal Balance thereof. In addition, notwithstanding the foregoing, on any Distribution Date after the Distribution Date on which the Certificate Principal Balance of a Class of Class A Certificates or Class M Certificates has been reduced to zero;, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. (vib) ~~sixth,~~ In addition to the ~~Holders~~ foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Protected Account pursuant to Section 4.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~A-S Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the aggregate~~ of ~~unreimbursed~~ Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such~~ any Class of Certificates ~~for~~ currently exists as the result of a prior allocation of a Realized Loss, such ~~Distribution Date; (viii) eighth, after~~ Subsequent Recoveries will be applied as Excess Spread. The amount of any remaining Subsequent Recoveries will be applied to increase the Certificate ~~Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B of Certificates ~~has been reduced to zero; (ix) ninth~~with the next highest payment priority, up to the ~~Holders~~ amount of ~~the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed~~ such Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the~~ and so on. Holders of ~~the Class C Certificates,~~ such Certificates will not be entitled to any payment in respect of ~~interest, up to an~~ Current Interest on the amount ~~equal~~ of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to the ~~Interest Distribution Amount in respect~~ Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) Subject to Section 10.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such Holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates ~~for~~ registered in the name of a Depository shall be made to such Depository in immediately available funds. (d) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date; , the Master Servicer shall deliver a report to the Trustee in electronic form (~~xi) eleventh, after~~ or by such other means as the ~~Certificate Balances of the Class A Certificates~~ Master Servicer and the ~~Class B Certificates have been reduced~~ Trustee may agree from time to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on time) containing such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tdat

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He3), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He3)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date, to~~ Date the ~~extent of~~ Trustee shall withdraw from the Distribution Account the Available Funds for each Group for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts Date and ~~priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter,~~ shall make distributions thereof ~~from the Upper-Tier REMIC Distribution Account~~ as described below in the following order of priority, ~~satisfying in full,~~ and to the extent ~~required and possible,~~ of Available Funds for each ~~priority before making any distribution with respect to any succeeding priority~~Group: (i) ~~first~~concurrently, (A) from Group 1 Available Funds, to the ~~Holders~~ holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB IO-F Certificates, ~~from the portion of Available Funds attributable~~ an amount equal to the ~~Group 1 Assets~~ related Interest Distribution Amount for such Distribution Date, up any shortfalls being allocated pro rata to the Class A-1 and Class A-IO-F Certificates based upon the amount of interest each such Class would have received but for such shortfall and (B) from Group 2 Available Funds, to the holders of the Class A-2 and Class A-IO-V Certificates, an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ related Interest Distribution Amount for such ~~Classes~~Distribution Date, any shortfalls being allocated pro rata to the Class A-2 and Class A-IO-V Certificates based upon each such Class would have received but for such shortfall; (BA) from Group 1 Available Funds, to the holders of the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to~~ A-1 Certificates an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Class A-1 Principal Balance thereof has been reduced to zero and (B) from Group 2 Available Funds, to the holders of the Class A-2 Certificates an amount equal to the Class A-2 Principal Distribution Amount for such Distribution Date, until the Class A-2 Principal Balance thereof has been reduced to zero; (iii) to the Certificate ~~Balance~~ Insurer an amount equal to the sum of (1) the accrued and unpaid related Premium Amount, (2) an amount sufficient to reimburse the Certificate Insurer to the extent of any unreimbursed Insured Amounts paid in respect of each related Group, with interest thereon at the rate specified in the Insurance Agreement, and (3) I and I Payments in respect of the related Group; (iv) to the Servicer and/or the Seller certain Reimbursable Amounts (other than Monthly Advances and Servicing Advances) not previously reimbursed; (v) to the Servicer, the amount of related Nonrecoverable Advances not previously reimbursed in respect of each related Group; (vi) to the holders of Certificates of the other Group to the extent of any Crosscollateralization Payment; (vii) to the Spread Account, the remaining Monthly Excess Spread Amount, in the following order (1) with respect to the Group 1 Monthly Excess Spread Amount, to the sub-account of the Spread Account relating to Group 1 until the Group 1 Base Spread Account Requirement is reached, (2) with respect to the Group 2 Monthly Excess Spread Amount, to the sub-account of the Spread Account relating to Group 2 until the Group 2 Base Spread Account Requirement is reached, and (3) to the extent that the amount on deposit in the sub-account of the Spread Account for a Group is equal to that Group’s related Base Spread Account Requirement, the remaining Monthly Excess Spread Amount relating to that Group will be deposited in the sub-account of the Spread Account relating to the other Group until the other Group’s related Base Spread Account Requirement is reached; (viii) from amounts otherwise distributable to the Class R Certificateholders, and solely from remaining Group 2 Available Funds, to the Basis Risk Reserve Fund, an amount up to the Required Basis Risk Reserve Fund Deposit; and (ix) then to the Class R Certificateholders, the balance, if any. Any amount withdrawn from the Spread Account that is paid to the Class A-1, Class A-2, Class ~~A-3, Class A-4,~~ A-IO-F or Class A-~~AB and Class A~~IO-~~BP Certificates is reduced~~ V Certificates, or used to ~~zero, without regard~~ reimburse the Certificate Insurer on account of a delinquency or realized loss on a Mortgage Loan shall be treated as paid to the REMIC pursuant to a credit enhancement contract. Amounts released from the Spread Account to the Class ~~A-AB Scheduled Principal Balance or Asset Groups; (iii) third,~~ R Certificateholders shall not be treated as paid by the REMIC. If prior to the ~~Holders~~ twenty-fourth Distribution Date, the weighted average Loan Rate of the ~~Class A-1 Certificates~~Group 1 Mortgage Loans net of the Servicing Fee Rate, the ~~Class A-2 Certificates~~Trustee Fee Rate, the ~~Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates~~ related Premium Percentage and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the PassIO-~~Through~~ F Certificate Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of declines below the Class A-1 ~~Certificates~~Certificate Rate, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero,~~ the Trustee shall account for the excess rate as a contribution to the ~~Holders~~ Basis Risk Reserve Fund by the Spread Account or the Class R Certificateholder and a payment outside the REMIC to the Class A-1 Certificateholder pursuant to a contract right that is separate from the REMIC regular interest. Solely for purposes of the ~~Class A-S Certificates in reduction~~ REMIC provisions of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A CertificatesCode, the Class ~~B Certificates, the Class C~~ A-1 Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated shall be treated as having a rate limited to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tnet rate.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Structured Asset Securities Corp), Pooling and Servicing Agreement (Lehman Abs Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates the Class~~ A-~~AB Certificates, the Class A-BP~~ SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; and (5) fifth, to the Holders of the Class ~~A-4~~ A-SB Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class ~~A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class~~ A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3~~A-2, Class ~~A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ H Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ H Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class H Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class H Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class H Certificates, but not previously reimbursed, have been reimbursed in full; (xxviii) twenty-eighth, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxix) twenty-ninth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates, Class G Certificates, and Class H Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates, Class G Certificates and Class H Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxx) thirtieth, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxxi) thirty-first, to the Holders of the Class R Certificates, the amount, if any, of the Available Distribution Amount remaining in the Lower-Tier REMIC Distribution Account and Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of principal or reimbursement of Collateral Support Deficit in an amount equal to the amount of principal or reimbursement of Collateral Support Deficit actually distributable to the holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(c), 4.01(e) and 4.01(h) such that at all times the Lower-Tier Principal Amount of each Class of Uncertificated Lower-Tier Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates plus a pro rata portion of the Interest Distribution Amount in respect of (i) in the case of the Class LA1, Class LA2, Class LA3 and Class LASB Uncertificated Lower-Tier Interests, the Class X-A Certificates and (ii) in the case of the Class LAS, Class LB, Class LC, Class LD, Class LE, Class LF, Class LG, Class LH and Class LNR Uncertificated Interests, the Class X-B Certificates, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-Through Rate of the Related Certificates and a notional amount equal to its related Lower-Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest shall equal the Certificate Balance of the Related Certificates with respect thereto, as adjusted for the allocation of Collateral Support Deficits, as provided in Sections 4.04(b) and 4.04(c), of Certificate Deferred Interest as provided in Section 4.06. The initial principal balance of each Uncertificated Lower-Tier Interest shall equal the re

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-C6), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-C6)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates the Class A-AB Certificates, the Class A-BP~~ Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B ~~Certificates~~Certificates and the Class A-4FL/4FX Regular Interest, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class ~~A-BP~~ A-4 Certificates and the Class A-4FL/4FX Regular Interest in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (32) ~~third~~second, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (43) ~~fourth~~third, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; and (54) ~~fifth~~fourth, to the Holders of the Class A-4 ~~Certificates~~Certificates and A-4FL/4FX Regular Interest, pro rata, based on their respective Certificate Balances, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the ~~outstanding~~ respective Certificate ~~Balance~~ Balances of the Class A-4 Certificates ~~has been reduced to zero;~~ and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates A-4FL/4FX Regular Interest has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class ~~A-BP Certificates~~A-4 Certificates and the Class A-4FL/4FX Regular Interest, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class ~~A-1~~A-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4,~~ A-4 Certificates and the Class ~~A-AB and Class A-BP Certificates~~ A-4FL/4FX Regular Interest is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class ~~A-BP Certificates~~A-4FL/4FX Regular Interest, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB~~ Certificates and Class ~~A-BP~~ A-4 Certificates and the Class A-4FL/4FX Regular Interest have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3~~A-2, Class ~~A-4, Class A-AB~~ A-3 and Class ~~A-BP~~ A-4 Certificates ~~have been made~~ and the Class A-4FL/4FX Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest and Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest and Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR Certificates, Class F-RR~~ E Certificates and Class ~~G-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-4FX and Class A-4FL Certificates) and the Class A-4FL/4FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates, the amount, if any, of the Available Distribution Amount remaining in the Lower-Tier REMIC Distribution Account and Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. Amounts distributed on the Class A-4FL/4FX Regular Interest pursuant to this Section 4.01(a) on any Distribution Date shall be deposited in the Class A-4FL/4FX Distribution Account for further distribution on such Distribution Date pursuant to Section 4.01(b). (b) (i) (A) On each Distribution Date, for so long as the Certificate Balance of the Class A-4FL/4FX Regular Interest (and correspondingly the Class A-4FX and Class A-4FL Certificates) has not been reduced to zero, the Class A-4FL/4FX Available Funds for such Distribution Date shall be allocated, pro rata, in accordance with the Certificate Balance of the Class A-4FX and Class A-4FL Certificates, respectively (I) for deposit into the Class A-4FX Sub-Account in an amount equal to the product of the Class A-4FX Percentage Interest and amounts distributed in respect of the Class A-4FL/4FX Regular Interest pursuant to Section 4.01(a) on the related Distribution Date, and (II) for deposit into the Class A-4FL Sub-Account in an amount equal to the product of the Class A-4FL Percentage Interest and amounts distributed in respect of the Class A-4FL/4FX Regular Interest pursuant to Section 4.01(a) on the related Distribution Date.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-Cibx), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-Cibx)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Middle-Tier Distribution Account and from the Middle-Tier Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests and Uncertificated Middle-Tier Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 Certificates and Class A-3 Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Group R Available Distribution Amount attributable to Mortgage Loans in Loan Group R-1 up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates; (B) to the Holders of Class A-1S Certificates, the Class ~~A-3~~ A-2S Certificates, the Class ~~A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ A-2SFL Regular Interest and the Class ~~X-B~~ A-3SFL Regular Interest, pro rata (based on their respective entitlements to interest) from the Group S Available Distribution Amount up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date; (C) to the Holders of the Class A-1A Certificates, in respect of interest, ~~concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ from the ~~portion of~~ Group R Available ~~Funds~~ Distribution Amount attributable to ~~the~~ Mortgage Loans in Loan Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, R-2 up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class~~Class of Certificates; ~~and~~ and (CD) (x) to the Holders of the Class X Certificates, in respect of interest, from the Group R Available Distribution Amount up to an amount equal to the Class X-~~A Certificates, Class X-BP Certificates~~ R Interest Distribution Amount and ~~Class X-B Certificates,~~ (y) from the Group S Available ~~Funds for such~~ Distribution ~~Date, without regard to Asset Groups,~~ Amount up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Class X-S Interest Distribution ~~Amount for such Classes~~Amount; provided, however, if on any Distribution ~~Date,~~ Date where the Group R Available ~~Funds are insufficient~~ Distribution Amount (or applicable portion of the Group R Available Distribution Amount) is not sufficient to ~~pay~~ make distributions in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class ~~A-BP Certificates~~A or Class X Certificates provided above, the Group R Available ~~Funds available~~ Distribution Amount for such Distribution Date ~~shall~~ will be allocated among ~~all those~~ the Class A and Class X Certificates, pro rata, in accordance with the respective amounts of Distributable Certificate Interest (or, in the case of the Class X Certificates, the Class X-R Interest Distribution Amount) in respect of such Classes ~~of Certificates up to~~ on such Distribution Date, in an amount equal ~~to, and pro rata in accordance with, the respective~~ to all Interest Distribution ~~Amount~~ Amounts in respect of each such Class for such ~~Classes of Certificates, without regard to Asset Groups~~Distribution Date. (ii) second, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-1S Certificates, Class A-2 Certificates, ~~the~~ Class A-2S Certificates, Class A-3 ~~Certificates, the~~ Certificates and Class ~~A-4 Certificates, the Class A-AB~~ A-1A Certificates and the Class ~~A-BP Certificates~~ A-2SFL Regular Interest and the Class A-3SFL Regular Interest, in reduction of the Certificate Balances thereof, concurrently: (IA)(1) ~~prior~~ first, to the ~~Cross-Over Date (a) to~~ Holders of the Class A-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ in an amount up equal to the Group 1 R-1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates ~~has been~~ is reduced to zero, the Group 2 R-2 Principal Distribution Amount for such Distribution Date remaining after payments ~~to the Class A-BP Certificates~~ specified in clause (C) below have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates ~~has been~~ is reduced to zero; , (32) ~~third~~then, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up equal to the Group ~~1 Principal Distribution Amount and (if applicable) the Group 2~~ R-1 Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clause (~~1) and (2~~A)(1) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group R-2 Principal Distribution Amount remaining after payments specified in clause (A)(1) above and clause (C) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates ~~has been~~ is reduced to ~~zero;~~ zero and (43) ~~fourth~~then, to ~~the~~ Holders of the Class A-3 Certificates, in an amount up equal to the Group ~~1 Principal Distribution Amount and (if applicable) the Group 2~~ R-1 Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (~~1), (2~~A)(1) and (3A)(2) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates is reduced to zero, the Group R-2 Principal Distribution Amount remaining after payments specified in clauses (A)(1) and (A)(2) above and clause (C) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates is reduced to zero; (B)(1) first, to the Holders of the Class A-1S Certificates, in an amount equal to the Group S Principal Distribution Amount for such Distribution Date, until the Certificate Balance of the Class A-1S Certificates is reduced to zero, (2) then, to the holders of the Class A-2S Certificates and the Class A-2SFL Regular Interest, pro rata, based on their outstanding Certificate Balances, in an amount equal to such holder's share of the Group S Principal Distribution Amount (or the portion of it remaining after payments specified in clause (B)(1) above have been made) for such Distribution Date, until the outstanding Certificate Balance of the Class A-2S Certificates or Class A-2SFL Regular Interest is reduced to zero and (3) then, to the holders of the Class A-3SFL Regular Interest, in an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (B)(1) and (B)(2) above have been made) for such Distribution Date, until the outstanding Certificate Balance of the Class A-3SFL Regular Interest is reduced to zero, and (C) to the Class A-1A Certificates, in an amount equal to the Group R-2 Principal Distribution Amount and, after the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 R-1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ (A)(2) and ~~Class A-AB Certificates~~ (A)(3) above have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP A-1A Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-1S Certificates, Class A-2 Certificates, Class A-2S Certificates, Class A-3 Certificates and Class A-1A Certificates and the Class ~~A-3 Certificates,~~ A-2SFL Regular Interest and the Class ~~A-4 Certificates~~A-3SFL Regular Interest, pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to each such Class), until all amounts of Collateral Support Deficit previously allocated to such Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, concurrently, (i) to the Holders of the Class A-AB M Certificates ~~and~~ from the ~~Class A-BP Certificates~~Group R Available Distribution Amount, ~~first~~ up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass~~Class A-~~Through Rate~~ M Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (ivii) ~~fourth,~~ to the Holders of the Class A-MS Certificates from the Group S ~~Certificates, in respect of interest~~Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of A-MS Certificates for such Distribution Date; (v) fifth, ~~after~~ to the ~~Certificate Balances~~ Holders of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class~~ A-~~AB Certificates~~ M and Class A-BP MS Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balance of the Class A Certificates ~~have~~ has been reduced to zero, to the Holders of the Class A-~~S Certificates~~ M Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on such Distribution Date), until the Certificate Balance of the Class A-M Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balance of the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates) and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest has been reduced to zero, to the Holders of the Class A-MS Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates) and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class A-S MS Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S M and Class A-MS Certificates, ~~first~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (vii) seventh, concurrently, (i) to the Holders of the Class A-J Certificates from the Group R Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass~~Class A-~~Through Rate~~ J Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (~~vii~~ii) ~~seventh,~~ to the Holders of the Class ~~B Certificates, in respect of interest~~A-JS Certificates from the Group S Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of A-JS Certificates for such Distribution Date; (viii) eighth, ~~after~~ to the Holders of the Class A-J and Class A-JS Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balance of the Class A Certificates ~~have~~ and Class A-M Certificates has been reduced to zero, to the Holders of the Class B A-J Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates ~~have been made~~ and Class A-M Certificates on such Distribution Date) ), until the Certificate Balance of the Class B A-J Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balance of the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates) and Class A-MS Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest has been reduced to zero, to the Holders of the Class A-JS Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates) and Class A-MS Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class A-JS Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B A-J and Class A-JS Certificates, ~~first~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (x) tenth, concurrently, (i) to the Holders of the Class B Certificates from the Group R Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class B Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (xii) ~~tenth,~~ to the Holders of the Class ~~C Certificates, in respect of interest~~B-S Certificates from the Group S Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of B-S Certificates for such Distribution Date; (xi) eleventh, ~~after~~ to the Holders of the Class B and Class B-S Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balance of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates ~~have~~ has been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates ~~have been made~~ on such Distribution Date) ), until the Certificate Balance of the Class C B Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balance of the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates), Class A-MS Certificates and Class A-JS Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest has been reduced to zero, to the Holders of the Class B-S Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates), Class A-MS Certificates and Class A-JS Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class B-S Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B and Class B-S Certificates, ~~first~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, concurrently, (i) to the Holders of the Class C Certificates from the Group R Available Distribution Amount, up to an amount equal to the ~~unreimbursed Realized Losses previously allocated to~~ aggregate Interest Distribution Amount in respect of such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class C Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (~~xiii~~ii) ~~thirteenth,~~ to the Holders of the Class D C-S Certificates ~~and Class X-D Certificates, in respect of interest~~from the Group S Available Distribution Amount, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of C-S Certificates for such Distribution Date; (xiv) fourteenth, ~~after~~ to the Holders of the Class C and Class C-S Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balance of the Class A Certificates, Class B A-M Certificates, Class A-J Certificates and Class C B Certificates ~~have~~ has been reduced to zero, to the Holders of the Class D C Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates, Class B A-M Certificates, Class A-J Certificates and Class B Certificates on such Distribution Date), until the Certificate Balance of the Class C Certificates ~~have~~ has been ~~made~~ reduced to zero, and (ii) after the outstanding Certificate Balance of the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates), Class A-MS Certificates, Class A-JS Certificates and Class B-S Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest has been reduced to zero, to the Holders of the Class C-S Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates and the Class A-3SFL Certificates), Class A-MS Certificates, Class A-JS Certificates and Class B-S Certificates and the A-2SFL Regular Interest and the Class A-3SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class D C-S Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D C and Class C-S Certificates, ~~first up to an amount equal to~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~those Classes, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tbut not previously

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp9), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Ldp9)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall ~~be deemed to~~ transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each ~~Class~~ class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 ~~Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP X Certificates, pro rata (based on upon their respective ~~Certificate Balances) in an amount equal~~ entitlements to ~~the Principal Distribution Amount~~ interest for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such ~~Class~~ Classes of Certificates for such Distribution Date; (vii) ~~fifth~~second, ~~after~~ (A) to the ~~Certificate Balances~~ Holders of the Class A-1 Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, until the outstanding Certificate Balance of such Class ~~A-2 Certificates,~~ has been reduced to zero and (B) after the Certificate Balance of the Class ~~A-3 Certificates, Class A-4 Certificates, Class A-AB~~ A-1 Certificates ~~and Class A-BP Certificates have~~ has been reduced to zero, to the Holders of the Class ~~A-S Certificates~~ A-2 Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A-1 Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of ~~the~~ such Class ~~A-S Certificates~~ has been reduced to zero; (viiii) ~~sixth~~third, to the Holders of the Class ~~A-S Certificates, first up to an amount equal to~~ A-1 Certificates and the Class A-2 Certificates pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to each such Class), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to such ~~Class~~Classes, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~vii~~iv) ~~seventh~~fourth, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~viii~~v) ~~eighth~~fifth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ixvi) ~~ninth~~sixth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvii) ~~tenth~~seventh, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A and Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A and Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A CertificatesA, Class B ~~Certificates~~ and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class B ~~Certificates~~ and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxii) ~~fifteenth~~twelfth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~xiii) ~~sixteenth~~thirteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xvii~~xiv) ~~seventeenth~~fourteenth, after the Certificate Balances of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, ~~the~~ Class ~~B Certificates~~B, ~~the~~ Class C ~~Certificates~~ and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (~~xviii~~xv) ~~eighteenth~~fifteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~xvi) ~~nineteenth~~sixteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxvii) ~~twentieth~~seventeenth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class D ~~Certificates~~ and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class ~~E-RR Certificates~~ E and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GG Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class G Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class G Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class H Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F and Class G Certificates have been reduced to zero, to the Holders of the Class H Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class H Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ H Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class H Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ I Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class ~~A Certificates~~A, Class ~~B Certificates~~B, Class ~~C Certificates~~C, Class ~~D Certificates~~D, Class E~~-RR Certificates~~, Class F~~-RR Certificates~~ , Class G and Class ~~G-RR~~ H Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ I Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G and Class H Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class I Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class I Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class I Certificates, but not previously reimbursed, have been reimbursed in full; (xxviii) twenty-eighth, to the Holders of the Class J Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxix) twenty-ninth, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class I Certificates have been reduced to zero, to the Holders of the Class J Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H and Class I Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class J Certificates has been reduced to zero; (xxx) thirtieth, to the Holders of the Class J Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class J Certificates, but not previously reimbursed, have been reimbursed in full; (xxxi) thirty-first, to the Holders of the Class K Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxii) thirty-second, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I and Class J Certificates have been reduced to zero, to the Holders of the Class K Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I and Class J Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class K Certificates has been reduced to zero; (xxxiii) thirty-third, to the Holders of the Class K Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class K Certificates, but not previously reimbursed, have been reimbursed in full; (xxxiv) thirty-fourth, to the Holders of the Class L Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxv) thirty-fifth, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I, Class J and Class K Certificates have been reduced to zero, to the Holders of the Class L Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I, Class J and Class K Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class L Certificates has been reduced to zero; (xxxvi) thirty-sixth, to the Holders of the Class L Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class L Certificates, but not previously reimbursed, have been reimbursed in full; (xxxvii) thirty-seventh, to the Holders of the Class M Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxviii) thirty-eighth, after the Certificate Balances of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I, Class J, Class K and Class L Certificates have been reduced to zero, to the Holders of the Class M Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class I, Class J, Class K and Class L Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class M Certificates has been reduced to zero; (xxxix) thirty-ninth, to the Holders of the Class M Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class M Certificates, but not previously reimbursed, have been reimbursed in full; and (xl) fortieth, to the Holders of the Class R and Class LR Certificates, the amount, if any, of the Available Distribution Amount and the Lower-Tier Distribution Amount remaining in the Upper-Tier Distribution Account and the Lower-Tier Distribution Account, respectively, with respect to such Distribution Date. (b) On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal or reimbursement of Collateral Support Deficit in an amount equal to the amount of principal or reimbursement of Collateral Support Deficit actually distributable to its respective Related Certificates as provided in Sections 4.01(a) and (c). On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates and its related Component of the Class X Certificates, in each case to the extent actually distributable thereon as provided in Section 4.01(a). For this purpose, interest distributed on the Class X Certificates shall be treated as having been paid to the Components pro rata. Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount," and shall be made by the Paying Agent by depositing such Lower-Tier Distribution Amount in the Upper-Tier Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest equals the Certificate Balance of the Related Certificates with respect thereto. The initial principal balance of each Uncertificated Lower-Tier Interest equals the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to each Uncertificated Lower-Tier Interest will be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier Distribution Account on each Distribution D

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Chase Commercial Mort Sec Corp Com Mor Pa Th Ce Ser 2000-1), Pooling and Servicing Agreement (Chase Commercial Mort Sec Corp Com Mor Pa Th Ce Ser 2000-2)

Distributions. (a) ~~[Reserved] (b) On~~ Subject to Section 3.21(c), on each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds for each Loan Group and Principal Distribution Amount for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~I-A Certificates, the ~~Class X-BP Certificates~~ Current Interest and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective any Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Carry Forward Amount for such Class; and (Cii) Loan Group II, to the Class XII-A Certificates, ~~Class X-BP Certificates~~ the Current Interest and ~~Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective~~ any Interest ~~Distribution~~ Carry Forward Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (ivB) ~~fourth~~From Interest Funds in respect of: (i) Loan Group I, to the ~~Holders~~ Class II-A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(ii) above; (ii) Loan Group II, to the Class AI-S A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(i) above; (C) From remaining Interest Funds in respect of ~~interest~~both Loan Groups, up sequentially to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the Current Interest for each such Class. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated as set forth in the definition of “Current Interest” herein. (2) On each Distribution Date, the Principal Distribution Amount shall be distributed in the following manner and order of priority: (A~~-BP Certificates have been made~~ ) For each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date) , to the Class I-A Certificates, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class AII-~~S Certificates has been~~ A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class ~~A-S~~ M-5 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ from any remaining Principal Distribution Amount for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ B-1 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for such Distribution Date) , until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class B-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date, to the ~~Holders~~ Class I-A Certificates, the Class I-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class II-A Certificates, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class B-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class B-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the Group I Principal Distribution Amount or Group II Principal Distribution Amount, as applicable, or the Class B I-A Principal Distribution Amount or Class II-A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated to the remaining Classes of Class A Certificates pro rata in the same manner and order of priority described above; and (4) Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and shall be distributed in the following manner and order of priority: (A) to the Class A Certificates, ~~first up~~ (a) first, any remaining Interest Carry Forward Amount due with respect to each such Class to the extent not fully paid pursuant to clause (a)(1) above and Section 3.21(d), and (b) second, any Unpaid Realized Loss Amount for each such Class for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class to the extent not fully paid pursuant to Section 3.21(d); (B) from any remaining Excess Cashflow, sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, an amount equal to the ~~aggregate~~ Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.21(d); (C) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Classes of ~~unreimbursed Realized Losses previously~~ Class A Certificates, any Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class, to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (D) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (E) from any remaining Excess Cashflow, first, to the Class A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such ~~Class~~Classes of Certificates, ~~then interest on that amount at~~ to the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~extent not previously reimbursed; (xF) ~~tenth~~from any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund (to the extent not paid by the Swap Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (G) from any remaining Excess Cashflow, to the Class C Interest and Class C Certificates, an amount equal to the Class C Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) from any remaining Excess Cashflow, to each of the Class R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class C Certificates, provided that such distributions shall not be in ~~respect~~ reduction of ~~interest~~the principal balance thereof. In addition, ~~up to an amount equal~~ notwithstanding the foregoing clause (a)(2), to the ~~Interest~~ extent a Class IO Distribution Amount ~~in respect of such~~ is payable from principal collections, Principal Distribution Amounts will be deemed paid to the most subordinate Class of ~~Certificates for such Distribution Date; (xi) eleventh~~Regular Certificates, ~~after~~ until the Certificate ~~Balances of the Class A Certificates and the Class B Certificates have~~ Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.21(f). In addition, notwithstanding the ~~Holders of~~ foregoing, on any Distribution Date after the ~~Class C Certificates in reduction of~~ Distribution Date on which the Certificate Principal Balance ~~thereof~~of a Class of Class A, ~~up to an amount equal to the Principal Distribution Amount (~~Class M or ~~the portion thereof remaining after any distributions in respect of the Class A Certificates and the~~ Class B ~~Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C~~ Certificates has been reduced to zero;, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. (~~xii~~b) ~~twelfth,~~ In addition to the ~~Holders~~ foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Protected Account pursuant to Section 4.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~C Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the unreimbursed~~ of Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such~~ any Class of Certificates ~~for~~ currently exists as the result of a prior allocation of a Realized Loss, such ~~Distribution Date; (xiv) fourteenth, after~~ Subsequent Recoveries will be applied as Excess Spread. The amount of any remaining Subsequent Recoveries will be applied to increase the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D of Certificates ~~has been reduced to zero; (xv) fifteenth~~with the next highest payment priority, up to the ~~Holders~~ amount of ~~the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed~~ such Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the~~ and so on. Holders of ~~the Class E-RR Certificates,~~ such Certificates will not be entitled to any payment in respect of ~~interest, up~~ Current Interest on the amount of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to ~~an amount equal to,~~ the ~~Interest Distribution Amount in respect~~ Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) Subject to Section 10.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such Holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates ~~for~~ registered in the name of a Depository shall be made to such Depository in immediately available funds. (d) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date~~; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates~~, the ~~Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero,~~ Master Servicer shall deliver a report to the ~~Holders of the Class E-RR Certificates,~~ Trustee in ~~reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount~~ electronic form (or by such other means as the ~~portion thereof remaining after any~~ Master Servicer and the Trustee may agree from time to time) containing such data and information, as agreed to by the Master Servicer and the Trustee required to permit the Trustee to prepare the Monthly Statement to Certificateholders and to make the required distributions ~~in respect of~~ for the ~~Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such~~ related Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Sl5), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2006-Sl6)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall ~~be deemed to~~ transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each ~~Class~~ class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class ~~A-1~~ [A-1] Certificates, the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ [A-2] Certificates and the Class [X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP ] Certificates, pro rata (based on upon their respective ~~Certificate Balances) in an amount equal~~ entitlements to ~~the Principal Distribution Amount~~ interest for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such ~~Class~~ Classes of Certificates for such Distribution Date; (vii) ~~fifth~~second, (A) to the Holders of the Class [A-1] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, until the outstanding Certificate Balance of such Class has been reduced to zero and (B) after the Certificate ~~Balances~~ Balance of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ [A-1] Certificates ~~and Class A-BP Certificates have~~ has been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D [A-2] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates, Class B~~ [A-1] Certificates ~~and Class C Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of ~~the~~ such Class ~~D Certificates~~ has been reduced to zero; (xviii) ~~fifteenth~~third, to the Holders of the Class D [A-1] Certificates and the Class [A-2] Certificates, ~~first up to an amount equal to~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to each such Class), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to such ~~Class~~Classes, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~iv) ~~sixteenth~~fourth, to the Holders of the Class ~~E-RR~~ [B] Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xvii~~v) ~~seventeenth~~fifth, after the Certificate Balances of the Class ~~A Certificates, the Class B Certificates, the Class C Certificates~~ [A-1] and Class D [A-2] Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ [B] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates, the Class B Certificates, the Class C~~ [A] Certificates ~~and Class D Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ [B] Certificates has been reduced to zero; (~~xviii~~vi) ~~eighteenth~~sixth, to the Holders of the Class ~~E-RR~~ [B] Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class [B] Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~vii) ~~nineteenth~~seventh, to the Holders of the Class ~~F-RR~~ [C] Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxviii) ~~twentieth~~eighth, after the Certificate Balances of the Class ~~A Certificates~~[A-1], Class ~~B Certificates, Class C Certificates, Class D Certificates~~ [A-2] and Class ~~E-RR~~ [B] Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ [C] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates~~ [A] and Class ~~E-RR~~ [B] Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ [C] Certificates has been reduced to zero; (~~xxi~~ix) ~~twenty-first~~ninth, to the Holders of the Class ~~F-RR~~ [C] Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class [C] Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~x) ~~twenty-second~~tenth, to the Holders of the Class ~~G-RR~~ [D] Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xi) ~~twenty-third~~eleventh, after the Certificate Balances of the Class ~~A Certificates~~[A-1], Class ~~B Certificates~~[A-2], Class ~~C Certificates, Class D Certificates, Class E-RR Certificates~~ [B] and Class ~~F-RR~~ [C] Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ [D] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~A Certificates~~[A], Class ~~B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates~~ [B] and Class ~~F-RR~~ [C] Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class [D] Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class [D] Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class [D] Certificates, but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class [E] Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class [A-1], Class [A-2], Class [B], Class [C] and Class [D] Certificates have been reduced to zero, to the Holders of the Class [E] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class [A], Class [B], Class [C] and Class [D] Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class [E] Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class [E] Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class [E] Certificates, but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class [F] Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class [A-1], Class [A-2], Class [B], Class [C], Class [D] and Class [E] Certificates have been reduced to zero, to the Holders of the Class [F] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class [A], Class [B], Class [C], Class [D] and Class [E] Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class [F] Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class [F] Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class [F] Certificates, but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class [G] Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class [A-1], Class [A-2], Class [B], Class [C], Class [D], Class [E] and Class [F] Certificates have been reduced to zero, to the Holders of the Class [G] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class [A], Class [B], Class [C], Class [D], Class [E] and Class [F] Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class [G] Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class [G] Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class [G] Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class [H] Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class [A-1], Class [A-2], Class [B], Class [C], Class [D], Class [E], Class [F] and Class [G] Certificates have been reduced to zero, to the Holders of the Class [H] Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class [A], Class [B], Class [C], Class [D], Class [E], Class [F] and Class [G] Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class [H] Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ [H] Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class [H] Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR~~ [R] Certificates, the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier Distribution Account with respect to such Distribution Date. (b) On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of ~~interest, up to~~ principal or reimbursement of Collateral Support Deficit in an amount equal toto the amount of principal or reimbursement of Collateral Support Deficit distributable to its respective Related Certificates as provided in Sections 4.01(a) and (c). On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the Class [LA-1] Uncertificated Interest and the Class [LWAC] Uncertificated Interest) shall receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates, in each case to the extent actually distributable thereon as provided in Section 4.01(a). On each Distribution Date, the Class [LA-1] Uncertificated Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributable on the Class [A-1] Certificates and (ii) an amount equal to the product of the Class [LA-1] Interest Fraction and the amount of interest distributable on the Class [X] Certificates. On each Distribution Date, the Class [LWAC] Uncertificated Interest shall receive distributions in respect of interest for the related Interest Accrual Period in an amount equal to one-twelfth of the product of (i) the Class [LWAC] Pass-Through Rate and (ii) the Class [LWAC] Notional Amount. Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount," and shall be made by the Paying Agent by depositing such Lower-Tier Distribution Amount in the Upper-Tier Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest (other than the Class [LWAC] Uncertificated Interest) equals the Certificate Balance of the Related Certificates with respect thereto. The initial principal balance of each Uncertificated Lower-Tier Interest equals the respective Original Lower-Tier Principal Amount. The pass-through rate with respect to each Uncertificated Lower-Tier Interest will be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount shall be distributed to the Holders of the Class [LR] Certificates (but only to the extent of the Available Distribution Amount for such Distribution ~~Date;~~Date remaining in the Lower-Tier Distribution Account, if any). (~~xxvi~~c) ~~twenty~~On and after the Distribution Date on which the Certificate Balances of the Subordinate Certificates have all been reduced to zero (without regard to any amounts of Collateral Support Deficit remaining unreimbursed), the Principal Distribution Amount will be distributed, pro rata (based upon Certificate Balances), among the Class [A] Certificates without regard to the priorities set forth in Section 4.01(a)(ii). (d) On each Distribution Date, the Paying Agent shall withdraw from the Lower-~~sixth~~Tier Distribution Account an aggregate amount equal to all Prepayment Premiums and Yield Maintenance Charges actually collected on the Mortgage Loans or any REO Loans during the related Due Period and shall distribute such amount in respect of the Class [LA-1] Uncertificated Interest by depositing such amount in the Upper-Tier Distribution Account (notwithstanding that all principal and interest distributable with respect to the Class [LA-1] Uncertificated Interest has been paid in full). (e) On each Distribution Date, ~~after~~ until the Certificate Balances of the Class ~~A Certificates~~[A-1], Class ~~B Certificates~~[A-2], Class ~~C Certificates~~[B], Class ~~D Certificates~~[C], Class ~~E-RR Certificates, Class F-RR Certificates~~ [D] and Class ~~G-RR~~ [E] Certificates have each been reduced to zero, to the ~~Holders~~ Paying Agent shall withdraw any amounts on deposit in the Upper-Tier Distribution Account that represent Prepayment Premiums actually collected on Mortgage Loans or REO Loans during the related Due Period and remitted in respect of the Class ~~H-RR~~ [LA-1] Uncertificated Interest pursuant to Section 4.01(d), and shall distribute to each of the Class [A], Class [B], Class [C], Class [D] and Class [E] Certificates, for each such Class an amount equal to the product of (a) a fraction, the numerator of which is the amount of principal distributed with respect to such Class pursuant to Section 4.01(a) on such Distribution Date, and the denominator of which is the total amount of principal distributed to all Classes of Certificates pursuant to Section 4.01(a) on such Distribution Date, (b) 25% and (c) the total amount of Prepayment Premiums collected during the related Due Period. Any Prepayment Premiums received during the related Due Period with respect to such Mortgage Loans or REO Loans and remitted in respect of the Class [LA-1] Uncertificated Interest pursuant to Section 4.01(d), remaining after such distributions shall be distributed on the Class [X] Certificates. On each Distribution Date, until the Certificate Balances of the Class [A-1], Class [A-2], Class [B], Class [C], Class [D] and Class [E] Certificates have each been reduced to zero, the Paying Agent shall withdraw any amounts on deposit in the Upper-Tier Distribution Account that represent Yield Maintenance Charges actually collected on Mortgage Loans or REO Loans during the related Due Period and remitted in respect of the Class [LA-1] Uncertificated Interest pursuant to Section 4.01(d), and shall distribute to each of the Class [A], Class [B], Class [C], Class [D] and Class [E] Certificates, for each such Class an amount equal to the product of (a) a fraction, the numerator of which is the amount of principal distributed with respect to such Class pursuant to Section 4.01(a) on such Distribution Date, and the denominator of which is the total amount of principal distributed to all Classes of Certificates pursuant to Section 4.01(a) on such Distribution Date, (b) the Base Interest Fraction for the related principal prepayment and such Class of Certificates and (c) the aggregate amount of Yield Maintenance Charges collected on such principal prepayment during the related Due Period. Any Yield Maintenance Charges received during the related Due Period with respect to such Mortgage Loans and remitted in respect of the Class [LA-1] Uncertificated Interest pursuant to Section 4.01(d) remaining after such distributions shall be distributed on the Class [X] Certificates. Following the reduction of the Certificate ~~Balance t~~Balances of the Class [A-1], Class [A-2], Class [B], Class [C], Class [D] and Class [E] Certificates to zero, the Paying Agent shall distribute 100% of any Yield Maintenance Charges and Prepayment Premiums actually received during the related Due Period with respect to such Mortgage Loans and remitted in respect of the Class [LA-1] Uncertificated Interest pursuant to Section 4.01(d), to the Class [X] Certificates. (f) All distributions made with respect to each Class

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Ge Capital Commercial Mortgage Corp), Pooling and Servicing Agreement (Chase Commercial Mortgage Securities Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, Class A-3A2 Certificates, the Class ~~A-4 Certificates~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, Class A-3A2 Certificates, the Class ~~A-4~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class ~~A-3~~ A-3A1 Certificates and the Class A-3A2 Certificates, pro rata (based upon their respective Certificate Balance as of such Distribution Date) in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate ~~Balance~~ Balances of the Class ~~A-3~~ A-3A1 Certificates ~~has~~ and the Class A-3A2 Certificates have been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ A-4A1 Certificates and the Class A-4A2 Certificates, pro rata (based upon their respective Certificate Balance as of such Distribution Date) in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate ~~Balance~~ Balances of the Class ~~A-4~~ A-4A1 Certificates ~~has~~ and the Class A-4A2 Certificates have been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b6) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount ~~for such Distribution Date and, after~~ (or the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount portion thereof remaining after ~~payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ any distributions specified in subclauses (1) (2) (3) (4) (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4A1, Class A-4A2, Class A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4A1, Class A-4A2, Class A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A1 Certificates, Class A-3A2 Certificates, the Class ~~A-4~~ A-4A1 Certificates, the Class ~~A-AB~~ A-4A2 Certificates, the Class A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class ~~A-3~~ A-3A1 Certificates, Class ~~A-4~~ A-3A2 Certificates, Class ~~A-AB~~ A-4A1 Certificates, Class A-4A2 Certificates, Class A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~A-3A1, Class ~~A-4~~A-3A2, Class ~~A-AB~~ A-4A1, Class A-4A2, Class A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class G Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tin

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C21), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2014-C20)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates, the Class X-C Certificates and the Class X-B D Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 ~~Certificates,~~ Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates ~~has~~ have been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b6) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount ~~for such Distribution Date and, after~~ (or the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount portion thereof remaining after ~~payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ any distributions specified in subclauses (1) (2) (3) (4) (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class ~~A-4 Certificates~~A-4, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of ~~such Class~~ an anticipated distribution to DTC based on the receipt of ~~Certificates~~ payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date~~; (xxvi) twenty-sixth~~, ~~after~~ the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tMaster Servicer shall pro

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C22), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C21)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to through and including the ~~extent of~~ Final Distribution Date, the Trustee shall, based on, among other things, information provided by the Master Servicer and, if applicable, the Special Servicer, withdraw from the Collection Account and apply the Available ~~Funds~~ Distribution Amount for such Distribution Date, such application to be made for the ~~Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of remaining available funds: first, ~~each priority before making any distribution with respect to any succeeding priority:~~ concurrently, (i) ~~first~~from that portion, if any, of the Available Distribution Amount for such Distribution Date attributable to Loan Group No. 1, to make distributions of interest to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~A-AB, Class ~~A-4, Class A-AB~~ A-4 and Class ~~A-BP~~ A-4B Certificates, and to the applicable Floating Rate Accounts with respect to the Class A-2FL and Class A-4FL REMIC III Regular Interests, in an amount equal to, and pro rata as among such Classes of Certificates ~~have been made on~~ and such Group FL REMIC III Regular Interests, in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates and each such Group FL REMIC III Regular Interest for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) ~~until the outstanding Certificate Balance~~ from that portion, if any, of the ~~Class A-S Certificates has been reduced~~ Available Distribution Amount for such Distribution Date that is attributable to ~~zero; (vi) sixth~~Loan Group No. 2, to make distributions of interest to the Holders of the Class ~~A-S~~ A-1A Certificates, ~~first up to~~ in an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the entire Available Distribution Amount for such Distribution Date~~; (viii) eighth~~, ~~after the Certificate Balances~~ distributions of ~~the Class A Certificates have been reduced to zero,~~ interest to the Holders of the Class B X Certificates, in ~~reduction of the Certificate Balance thereof, up to~~ an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A X Certificates ~~have been made~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Available Distribution Amount for the subject Distribution Date or the applicable portion thereof attributable to either Loan Group is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates or Group FL REMIC III Regular Interest referred to above in this clause first on such Distribution Date~~) until~~ , then the ~~Certificate Balance~~ entire Available Distribution Amount shall be applied to make distributions of ~~the Class B Certificates has been reduced to zero; (ix) ninth,~~ interest with respect to the ~~Holders~~ respective Classes of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Senior Certificates and ~~the Class B Certificates have been reduced~~ Group FL REMIC III Regular Interests referred to ~~zero, to the Holders of the Class C Certificates~~ above in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interestthis clause first, up to an amount equal to, and pro rata as among such Classes of Certificates and such Group FL REMIC III Regular Interests in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amounts~~ in respect of each such Class of Certificates and each such Group FL REMIC III Regular Interest for such Distribution ~~Date;~~ Date and, to the extent not previously paid, for all prior Distribution Dates, if any; second, to make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates (~~xiv) fourteenth, after the Certificate Balances~~ exclusive of the Class ~~A Certificates, Class B Certificates~~ A-2FL and Class ~~C Certificates have been reduced~~ A-4FL Certificates), to ~~zero~~the Class A-2FL Floating Rate Account and to the Class A-4FL Floating Rate Account, in the following amounts and order of priority: (i) to the Holders of the Class D A-1A Certificates, ~~in reduction of the Certificate Balance thereof,~~ up to an amount ~~equal~~ (not to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ exceed the Class ~~A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate~~ Principal Balance of the Class D A-1A Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date) equal to that portion of the entire Adjusted Principal Distribution Amount for such Distribution Date attributable to Loan Group No. 2; (xvii) ~~fifteenth,~~ to the Holders of the Class D A-AB Certificates, ~~first~~ up to an amount equal to the ~~aggregate~~ lesser of ~~unreimbursed Realized Losses previously allocated~~ (A) the excess, if any, of the Class Principal Balance of the Class A-AB Certificates outstanding immediately prior to such ~~Class~~Distribution Date, ~~then interest on that amount at~~ over the ~~Pass~~Class A-~~Through Rate~~ AB Planned Principal Balance for such ~~Class compounded monthly from~~ Distribution Date, and (B) the ~~date the related Realized Loss was allocated to~~ entire Adjusted Principal Distribution Amount for such ~~Class;~~ Distribution Date (~~xvi) sixteenth,~~ net of any portion thereof distributed on such Distribution Date to the Holders of the Class ~~E-RR~~ A-1A Certificates pursuant to subclause (i) of this clause second); (iii) to the Holders of the Class A-1 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (iv) to the Holders of the Class A-2 Certificates and to the Class A-2FL Floating Rate Account with respect to the Class A-2FL REMIC III Regular Interest, on a pro rata basis by Class Principal Balance, up to an amount (not to exceed the aggregate of the Class Principal Balances of the Class A-2 Certificates and the Class A-2FL REMIC III Regular Interest outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (v) to the Holders of the Class A-3 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates and/or to the Class A-2FL Floating Rate Account with respect to the Class A-2FL REMIC III Regular Interest pursuant to a prior subclause of this clause second); (vi) to the Holders of the Class A-AB Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-AB Certificates outstanding immediately prior to such Distribution Date, net of any distributions of principal made with respect to the Class A-AB Certificates on such Distribution Date pursuant to subclause (ii) of this clause second) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-AB Certificates, to the Holders of any other Class of Senior Class A Certificates and/or to the Class A-2FL Floating Rate Account with respect to the Class A-2FL REMIC III Regular Interest pursuant to a prior subclause of this clause second); (vii) to the Holders of the Class A-4 and Class A-4B Certificates and to the Class A-4FL Floating Rate Account with respect to the Class A-4FL REMIC III Regular Interest, on a pro rata basis by Class Principal Balance, up to an amount (not to exceed the aggregate of the Class Principal Balances of the Class A-4 Certificates, the Class A-4B Certificates and the Class A-4FL REMIC III Regular Interest outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates and/or to the Class A-2FL Floating Rate Account with respect to the Class A-2FL REMIC III Regular Interest pursuant to a prior subclause of this clause second); and (viii) to the Holders of the Class A-1A Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, net of any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to subclause (i) of this clause second) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1A Certificates, to the Holders of any other Class of Senior Class A Certificates and/or to the applicable Floating Rate Accounts with respect to the Class A-2FL REMIC III Regular Interest and/or the Class A-4FL REMIC III Regular Interest pursuant to a prior subclause of this clause second); provided, however, that, notwithstanding the immediately preceding clauses (i) through (viii) of this clause second, on each Distribution Date coinciding with or following the Senior Class A Principal Distribution Cross-Over Date, and in any event on the Final Distribution Date, the Trustee shall, pursuant to this clause second, subject to remaining available funds, make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates (exclusive of the Class A-2FL and Class A-4FL Certificates) and to the applicable Floating Rate Accounts with respect to the Class A-2FL REMIC III Regular Interest and the Class A-4FL REMIC III Regular Interest, on a pro rata basis, in accordance with the respective Class Principal Balances of ~~interest~~those Classes of Certificates and those Group FL REMIC III Regular Interests outstanding immediately prior to such Distribution Date, until the Class Principal Balance of each such Class of Certificates and each such Group FL REMIC III Regular Interest has been reduced to zero (such distributions of principal to be made without regard to the Adjusted Principal Distribution Amount for such Distribution Date); third, to reimburse the Holders of the respective Classes of the Senior Class A Certificates (exclusive of the Class A-2FL and Class A-4FL Certificates) and the applicable Floating Rate Grantor Trusts with respect to the Class A-2FL REMIC III Regular Interest and the Class A-4FL REMIC III Regular Interest, up to an amount equal to, and on a pro rata basis as among such Classes of Certificates and such Group FL REMIC III Regular Interests in accordance with, the ~~Interest Distribution~~ Loss Reimbursement Amount in with respect of to each such Class of Certificates and each such Group FL REMIC III Regular Interest for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (LB Commercial Mortgage Trust 2007-C3), Pooling and Servicing Agreement (LB Commercial Mortgage Trust 2007-C3)

Distributions. (a) ~~[Reserved]~~Except as otherwise expressly contemplated by this Agreement, all Distributions shall be made to the Persons who are the holders of Shares at the time such Distributions are made. (b) ~~On each Distribution Date~~Subject to Section 3.02, and in accordance with the provisions of this Section 3.01, Distributions pursuant to ~~the extent of the Available Funds for such Distribution Date, the Certificate Administrator~~ this Article III shall be ~~deemed to transfer~~ made Quarterly in arrears (on the ~~Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d~~final day of each Quarter) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first~~First, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) Distributions shall be made to the Class A-1 ~~Certificates~~Preferred Members in respect of their Class A-1 Preferred Shares (ratably among such Members based upon, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ for the ~~portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with~~relevant Quarter, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the aggregate Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) Preferred Return with respect to the Class A-1 ~~Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up~~ Preferred Shares held by each such Member immediately prior to ~~the Group 1 Principal Distribution Amount for~~ such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1Distribution) ~~first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount,~~ until ~~the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the~~ each Class A-1 ~~Certificates,~~ Preferred Member has received Distributions in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on respect of such ~~Distribution Date), until the outstanding Certificate Balance of the~~ Member’s Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) Preferred Shares in an amount equal to the ~~Principal Distribution Amount~~ aggregate Class A-1 Preferred Return for such Quarter (and not, for clarity, the full Class A-1 Preferred Unpaid Return) with respect to the Class A-1 Preferred Shares held by such Class A-1 Preferred Member immediately prior to such Distribution. The Company may, at its option, with respect to all or any portion of the Distributions on the Class A-1-A Preferred Shares and Class A-1-B Preferred Shares pursuant to this Section 3.01(b)(i) for any Quarter, elect to pay such Distribution ~~Date~~in (A) cash or (B) by the accretion (with respect to such Quarter) of the Class A-1 Preferred Return on such Shares (which such accretion in the Class A-1 Preferred Return, and resultant increase in the Class A-1 Preferred Unpaid Return for such Shares, shall constitute a Distribution hereunder). (ii) Second, Distributions shall be made to the Non-A-1 Members until the ~~Certificate Balance~~ cumulative amount received in cash by each of the Members pursuant to this Section 3.01(b)(ii) and Section 3.01(b)(i) with respect to all such Distributions made after June 28, 2018 to the relevant calculation date (including, for clarity, any Distributions made in such applicable Quarter pursuant to Section 3.01(b)(i)), equals the amount such Member would have received if all such Distributions had been distributed ratably on an as-converted basis among such Members based upon the number of Non-A-1 Interests held by each such Non-A-1 Member and the number of Class A-1 Preferred Shares held by each such Class A-1 Preferred Member, in each case, immediately prior to such Distribution; provided, that, for purposes of this Section 3.01(b)(ii), (A) Class A-1 Preferred Shares shall be deemed converted to Class D Common Shares pursuant to Section 2.10(b), and (B) issued and outstanding Non-A-1 Interests shall be deemed converted to Class D Common Shares on a 1:1 basis (as adjusted, as necessary, to reflect appropriate and proportional adjustments to take into account any subdivision, reorganization, reclassification, recapitalization, stock split, reverse stock split, combination of shares or similar event). For the avoidance of doubt, the Class A-1 Preferred Shares shall not be entitled to any Distributions pursuant to this Section 3.01(b)(ii). (iii) Third, all further Distributions shall be made to each Non-A-1 Member and Class A-1 Preferred Member ratably on an as-converted basis among such Members based upon the number of Non-A-1 Interests held by each such Non-A-1 Member and the number of Class A-1 Preferred Shares held by each such Class A-1 Preferred Member, in each case, immediately prior to such Distribution; provided, that, for the purposes of this Section 3.01(b)(iii), the (A) Class A-1 Preferred Shares shall be deemed converted to Class D Common Shares pursuant to Section 2.10(b) without (for the purposes of calculating such conversion) any reduction in the Class A-1-A Preferred Unpaid Return or Class A-1-B Preferred Unpaid Return due to Distributions for such Quarter made pursuant to this Section 3.01(b)(iii) and (B) issued and outstanding Non-A-1 Interests shall be deemed converted to Class D Common Shares on a 1:1 basis (as adjusted, as necessary, to reflect appropriate and proportional adjustments to take into account any subdivision, reorganization, reclassification, recapitalization, stock split, reverse stock split, combination of shares or similar event). (c) No later than five (5) Business Days prior to the end of each Quarter, the Company will send written notice to each Class A-1 Preferred Member stating whether the Distribution pursuant to Section 3.01(b)(i) for such Quarter will be paid in cash. If the Company fails to timely send such written notice then, with respect to such Quarter, the Company will be deemed to have irrevocably elected to pay the Distribution pursuant to Section 3.01(b)(i) by the accretion of the Class A-1 Preferred Return. For clarity, (i) the Company may elect, independently as to each class, to pay cash Distributions with respect to a Quarter on either, or both, of the Class A-1~~, Class A-2, Class A-3, Class A-4, Class A~~-AB A Preferred Shares and Class AA-1-~~BP Certificates is reduced to zero, without regard to~~ B Preferred Shares and (ii) so long as the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest full Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have has been made on each Class A-1 Preferred Share pursuant to Section 3.01(b)(i), the Company may (but shall not be required to) make Distributions pursuant to Section 3.01(b)(ii) and Section 3.01(b)(iii). (d) Any reference in this agreement to a Distribution to a Substituted Member shall include any Distributions previously made to the predecessor Member on account of the interest of such predecessor Member transferred to such Substituted Member. (e) Notwithstanding any provision to the contrary contained in this Agreement the Company shall not make any Distribution to Members if such Distribution ~~Date) until the outstanding Certificate Balance~~ would violate Section 18-607 of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (Act or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tother applicable law.

Appears in 2 contracts

Sources: Limited Liability Company Agreement (General Motors Co), Limited Liability Company Agreement (General Motors Co)

Distributions. (a) ~~[Reserved]~~ No later than 12:00 noon, New York, New York time on the Servicer Remittance Date, the Servicer shall deliver to the Trustee a report in computer-readable form containing such information as to enable the Trustee to make the distribution pursuant to clause (bi) On through (xi) below, and such other information as the Trustee shall reasonably require. With respect to amounts held in the Distribution Account, on each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, Trustee shall make ~~distributions thereof from~~ the ~~Upper-Tier REMIC Distribution Account~~ following allocations, disbursements and transfers in the following order of priority, ~~satisfying in full~~and each such allocation, ~~to the extent required~~ transfer and ~~possible~~disbursement shall be treated as having occurred only after all preceding allocations, ~~each priority before making any distribution with respect to any succeeding priority~~transfers and disbursements have occurred: (i) ~~first,~~ to the ~~Holders~~ Trustee, an amount equal to the Trustee's Fees then due to it; (ii) to the Certificate Insurer the Premium Amount for such Distribution Date then due to it; (iii) the Interest Distribution Amount for the Class A Certificates, such amounts to be paid pro rata; (iv) to the Supplemental Interest Payment Account, as a distribution on the Class X Certificates, any Class A-IO Available Funds Cap Current Shortfall Amount; (v) the Reimbursement Amount owing to the Certificate Insurer; (vi) the Principal Distribution Amount, which will be distributed (i) to the holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the ~~outstanding~~ aggregate Certificate ~~Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates ~~has been~~ is reduced to zero; , then (3ii) ~~third,~~ to the ~~Holders~~ holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Certificates, until the ~~outstanding~~ aggregate Certificate Principal Balance of the Class A-2 Certificates ~~has been~~ is reduced to zero; , then (4iii) ~~fourth,~~ to the ~~Holders~~ holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the ~~outstanding~~ aggregate Certificate Principal Balance of the Class A-3 Certificates ~~has been~~ is reduced to zero; , then (5iv) ~~fifth,~~ to the ~~Holders~~ holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the ~~outstanding~~ aggregate Certificate Principal Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been is reduced to zero, ~~the Group 1 Principal Distribution Amount remaining after payments~~ and then (v) to the holders of the Class ~~A-1~~ A-5 Certificates~~, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date~~, until the aggregate Certificate Principal Balance of the Class ~~A-BP~~ A-5 Certificates ~~has been~~ is reduced to zero~~; and~~ ; (IIvii) ~~on or after~~ the ~~Cross-Over Date,~~ amount of any Net Mortgage Loan Interest Shortfalls for the Class A Certificates; (viii) to the ~~Class A-1~~Trustee, ~~Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in~~ an amount equal to the ~~Principal~~ outstanding expenses due the Trustee pursuant to this Agreement and not otherwise paid or reimbursed by the Servicer; (ix) to the Servicer for reimbursement of any Nonrecoverable Advances and nonrecoverable Servicing Advances; (x) to the Supplemental Interest Payment Account, as a distribution to the holders of the Class X Certificates the sum of all amounts to which such Certificates are entitled pursuant to Section 2.07(a)(i), notes (6) and (7) thereunder, including any Class A-1 Available Funds Cap Carry-Forward Amounts and, to the extent not duplicative, any Over-collateralization Reduction Amounts; and (xi) to the holders of the Class R Certificates, any further remaining cashflow. Notwithstanding the foregoing, the aggregate amounts distributed on all Distribution ~~Amount for such Distribution Date, until~~ Dates to the ~~Certificate Balance of each~~ Holders of the Class A-1, Class A-2, Class A-3, Class ~~A-4~~A-4 and Class A-5 Certificates on account of principal shall not exceed the Original Certificate Principal Balance for the Class A-1, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S A-5 Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance trespectively.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities Inc), Pooling and Servicing Agreement (American Business Financial Services Inc /De/)

Distributions. (a) ~~[Reserved] (b)~~ On each ~~Distribution Date, to the extent of the Available Funds for such~~ Distribution Date, the Certificate Administrator shall ~~be deemed to transfer~~ apply amounts on deposit in the ~~Lower-Tier Distribution Amount from the Lower-Tier REMIC~~ Distribution Account to for the ~~Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount for such Distribution Date: (1) concurrently, (i) ~~first~~from the portion of the Available Distribution Amount attributable to Loan Group 2, to make distributions of interest to the Holders of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ A-1A Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ up to an amount equal to all Distributable Certificate Interest in respect of ~~interest~~such Class for such Distribution Date and, ~~concurrently, as follows: (A)~~ to the ~~Class A-1 Certificates~~extent not previously paid, ~~Class A-2 Certificates~~for all prior Distribution Dates, ~~Class A-3 Certificates~~if any, ~~Class A-4 Certificates and Class A-AB Certificates,~~ (ii) from the portion of the Available ~~Funds~~ Distribution Amount attributable to Loan Group 1, to make distributions of interest to the ~~Group 1 Assets for such Distribution Date~~Holders of the Class ▇-▇, ▇-▇, ▇-▇, ▇-▇▇ and A-4 Certificates, up to an amount equal to, and pro rata as among such Holders such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class for such Distribution Date and, to the ~~respective Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the remaining portion of the Available Distribution Amount ~~for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ for such Distribution Date, up to ~~an amount equal~~ make distributions of interest to the ~~Interest Distribution Amount for such Class; and (C) to~~ Holders of the Class ~~X-A~~ X Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount~~ equal to, and pro rata as among such Holders such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of each such Class for such ~~Classes~~Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if ~~on any~~ the Available Distribution Amount for such Distribution Date, or the applicable portion of the Available ~~Funds are~~ Distribution Amount attributable to either Loan Group, is insufficient to pay in full the total amount of interest to be ~~paid~~ distributed with respect to any of ~~the~~ such Classes ~~of Certificates~~ as described ~~in this clause (i)~~above, ~~or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates,~~ then the Available ~~Funds available for such~~ Distribution ~~Date shall~~ Amount will be allocated among all ~~those~~ such Classes up to and pro rata in accordance with, their respective interest entitlements, without regard to Loan Group; (2) to make distributions of principal to the Holders of the respective Classes of ~~Certificates~~ Class A Senior REMIC III Certificates, allocable as among such Holders of such Classes as provided below, up to an amount (not to exceed the aggregate Class Principal Balance of such Classes outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date; (3) to make distributions to the Holders of the respective Classes of Class A Senior REMIC III Certificates, up to an amount equal to, ~~and~~ pro rata as among such Holders of such Classes in accordance with, ~~the respective Interest Distribution Amount for~~ and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such ~~Classes of Certificates, without regard~~ Class pursuant to ~~Asset Groups~~Section 4.04(a) and not previously reimbursed. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a4) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance make distributions of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, interest to the Holders of the Class A-AB M Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (v5) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ A Senior REMIC III Certificates have been reduced to zero, to ~~the Holders~~ make distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, principal to the Holders of the Class A-S M Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such ~~Class compounded monthly from the date the related Realized Loss was allocated to~~ Distribution Date (net of any portion thereof distributed on such ~~Class; (vii) seventh,~~ Distribution Date to the Holders of the Class B A Senior REMIC III Certificates pursuant to clause (2) above); (6) to make distributions to the Holders of the Class A-M Certificates, up to an amount equal to, and in ~~respect~~ reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of ~~interest~~Certificates pursuant to Section 4.04(a) and not previously reimbursed; (7) to make distributions of interest to the Holders of the Class A-J Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~viii) eighth,~~ 8) after the ~~Certificate Balances~~ Class Principal Balance of the Class A A-M Certificates ~~have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class A-J Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (9) to make distributions to the Holders of the Class A-J Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (10) to make distributions of interest to the Holders of the Class B Certificates, up to an amount equal to all Distributable Certificate Interest in ~~reduction~~ respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (11) after the Class Principal Balance of the ~~Certificate~~ Class A-J Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class B Certificates, up to an amount (not to exceed the Class Principal Balance ~~thereof~~of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (12) to make distributions to the Holders of the Class B Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (13) to make distributions of interest to the Holders of the Class C Certificates, up to an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (14) after the Class ~~A Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (15) to make distributions to the Holders of the Class C Certificates, up to an amount equal to, and in ~~respect~~ reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of ~~interest~~Certificates pursuant to Section 4.04(a) and not previously reimbursed; (16) to make distributions of interest to the Holders of the Class D Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xi17) ~~eleventh,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, principal to the Holders of the Class D Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates ~~and~~ outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class X-of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (18) to make distributions to the Holders of the Class D Certificates~~, in respect of interest~~, up to an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (19) to make distributions of interest to the ~~respective~~ Holders of the Class E Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amounts~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xiv~~20) ~~fourteenth,~~ after the ~~Certificate Balances of the~~ Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D E Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~21) ~~sixteenth,~~ to make distributions to the Holders of the Class ~~E-RR~~ E Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (22) to make distributions of interest to the Holders of the Class F Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xvii~~23) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, principal to the Holders of the Class ~~E-RR~~ F Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~24) ~~nineteenth,~~ to make distributions to the Holders of the Class ~~F-RR~~ F Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (25) to make distributions of interest to the Holders of the Class G Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xx26) ~~twentieth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ F Certificates ~~and Class E-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, principal to the Holders of the Class ~~F-RR~~ G Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxii~~27) ~~twenty-second,~~ to make distributions to the Holders of the Class ~~G-RR~~ G Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (28) to make distributions of interest to the Holders of the Class H Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xxiii~~29) ~~twenty-third,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR~~ G Certificates ~~and Class F-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, principal to the Holders of the Class ~~G-RR~~ H Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxv~~30) ~~twenty-fifth,~~ to make distributions to the Holders of the Class ~~H-RR~~ H Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (31) to make distributions of interest to the Holders of the Class J Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xxvi~~32) ~~twenty-sixth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR~~ H Certificates ~~and Class G-RR Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~H-RR~~ J Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (33) to make distributions to the Holders of the Class J Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (34) to make distributions of interest to the Holders of the Class K Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (35) after the Class Principal Balance tof the Class J Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class K Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (36) to make distributions to the Holders of the Class K Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (37) to make distributions of interest to the Holders of the Class L Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (38) after the Class Principal Balance of the Class K Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class L Certificates, up to an amount (not to exceed the Class Principal Balance of such Class

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2006-Pwr11), Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Inc)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of pay interest, concurrently, ~~as follows:~~ (Ai) to on the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-2, Class ~~A-3 Certificates~~A-3, Class A-4 ~~Certificates~~ and Class A-~~AB Certificates~~SB Certificates ▇▇▇ ▇▇▇ ▇▇▇▇▇ A-2FL Regular Interest, pro rata, from the portion of the Available ~~Funds attributable to the Group 1 Assets~~ Distribution Amount for such Distribution ~~Date,~~ Date attributable to mortgage loans in Loan Group 1 up to an amount equal ~~to, and pro rata~~ to the aggregate Interest Distribution Amount for those Classes; (ii) on the Class A-1A Certificates from the portion of the Available Distribution Amount for such Distribution Date attributable to mortgage loans in ~~accordance with,~~ Loan Group 2 up to an amount equal to the ~~respective~~ aggregate Interest Distribution Amount for such ~~Classes;~~ Class; and (Biii) to on the Class ~~A-BP Certificate,~~ X Certificates from the portion of the Available ~~Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Distribution Amount for such Distribution ~~Date,~~ Date up to an amount equal to the Interest Distribution Amount for such Class~~; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date~~, without regard to ~~Asset Groups~~Loan Group, up in each case based upon their respective entitlements to ~~an amount equal to, and pro rata in accordance with, the respective Interest~~ interest for that Distribution ~~Amount for such Classes~~Date; provided, however, if on any Distribution ~~Date~~Date where the Available Distribution Amount (or applicable portion of the Available Distribution Amount) is not sufficient to make distributions in full to the related Classes as described above, the Available ~~Funds are insufficient~~ Distribution Amount will be allocated among the above Classes without regard to ~~pay~~ Loan Group, pro rata, in ~~full~~ accordance with the ~~total~~ respective amounts of Distributable Certificate Interest in respect of such Classes on such Distribution Date, in an amount equal to all Interest Distribution Amounts in respect of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the each such Class ~~A-BP Certificates, the Available Funds available~~ for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.Date; (ii) second, to the ~~Holders of the~~ Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the~~ Class ~~A-4 Certificates~~A-4, ~~the~~ Class A-AB SB and Class A-1A Certificates and the Class ~~A-BP Certificates~~ A-2FL Regular Interest, in reduction of the Certificate Balances ~~thereof~~of those Classes, concurrently: (Ii)(A) ~~prior to the Cross-Over Date (a)~~ first, to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class~~ A-AB SB Certificates, in an amount up equal to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclause~~ clause (1ii) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates below have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates is reduced to the Class A-SB Planned Principal Balance, (B) then, to the Class A-1 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-1 Certificates is reduced to zero, (C) pro rata, to the Class A-2 Certificates and the Class A-2FL Regular Interest, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A) and (B) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A) and (B) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balances of the Class A-2 Certificates and A-2FL Regular Interest are reduced to zero, (D) then to the Class A-3 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (i)(A), (B) and (C) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates is reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clauses (i)(A), (B) and (C) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-3 Certificates is reduced to zero, (E) then, to the Class A-4 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A), (B), (C) and (D) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A), (B), (C) and (D) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-4 Certificates is reduced to zero, (F) to the Class A-SB Certificates in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A), (B), (C), (D) and (E) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A), (B), (C), (D) and (E) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-SB Certificates is reduced to zero; and (IIii) ~~on or~~ to the Class A-1A Certificates, in an amount equal to the Group 2 Principal Distribution Amount and, after the ~~Cross~~Certificate Balance of the Class A-4 and Class A-~~Over~~ SB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments specified in clauses (i)(A), (B), (C), (D), (E) and (F) above have been made on such Distribution Date, until the Certificate Balance of the Class A-1A Certificates is reduced to zero; (iii) third, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB SB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of A-1A C▇▇▇▇▇▇▇▇▇▇▇ ▇▇d the Class ~~A-1~~A-2FL Regular Interest, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed ~~Realized Losses~~ Collateral Support Deficit allocated to each Class), until all amounts of Collateral Support Deficit previously allocated to ~~each such Class)~~those Classes, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the ~~Holders of the~~ Class A-S M Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (v) fifth, ~~after~~ following reduction of the Certificate Balances of the Class ~~A-1~~ A Certificates (other than the Class A-2FL Certificates, ) and the Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced~~ A-2FL Regular Interest to zero, to the ~~Holders of the~~ Class A-~~S Certificates~~ M Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇,~~ A Certificates (other than the Class ~~A-3,~~ A-2FL Certificates) and the Class ~~A-4, Class A-AB and Class A-BP Certificates have been made~~ A-2FL Regular Interest on ~~such~~ that Distribution Date) ), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~A-S Certificates has been~~ is reduced to zero; (vi) sixth, to the ~~Holders~~ Class A-M Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class A-S M Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses~~ but not previously ~~allocated to such Class~~reimbursed, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~have been reimbursed in full; (vii) seventh, to the ~~Holders~~ Class A-J Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount for that Class; (viii) eighth, following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest and Class A-M Certificates to zero, to the Class A-J Certificates an amount equal to the Principal Distribution Amount (or the portion of it remaining after distributions on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest and Class A-M Certificates on that Distribution Date), until the Certificate Balance of that Class is reduced to zero; (ix) ninth, to the Class A-J Certificates until all amounts of Collateral Support Deficit previously allocated to that Class, but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~viii~~xi) ~~eighth~~eleventh, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates ~~have been reduced~~ (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates and Class A-J Certificates to zero, to ~~the Holders of~~ the Class B Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates ~~have been made~~ (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates and Class A-J Certificates on ~~such~~ that Distribution Date) ), until the Certificate Balance of ~~the~~ that Class ~~B Certificates has been~~ is reduced to zero; (ixxii) ~~ninth~~twelfth, to ~~the Holders of~~ the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxiii) ~~tenth~~thirteenth, to ~~the Holders of~~ the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (xixiv) ~~eleventh~~fourteenth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates and Class B Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class C ~~Certificates~~ Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates and Class B Certificates ~~have been made~~ on ~~such~~ that Distribution Date) ), until the Certificate Balance of ~~the~~ that Class ~~C Certificates has been~~ is reduced to zero; (~~xii~~xv) ~~twelfth~~fifteenth, to ~~the Holders of~~ the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xiii~~xvi) ~~thirteenth~~sixteenth, to the ~~Holders of the~~ Class ~~D Certificates and Class X-~~D Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect of such Class of Certificates~~ Amount for ~~such Distribution Date~~that Class; (~~xiv~~xvii) ~~fourteenth~~seventeenth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been reduced~~ to zero, to ~~the Holders of~~ the Class D Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~D Certificates has been~~ is reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to ~~the Holders of~~ the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~xix) ~~sixteenth~~nineteenth, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~xvii~~xx) ~~seventeenth~~twentieth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, ~~the~~ Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, ~~the~~ Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~E-RR Certificates has been~~ is reduced to zero; (~~xviii~~xxi) ~~eighteenth~~twenty-first, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~xxii) ~~nineteenth~~twenty-second, to the ~~Holders of the~~ Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (xxxxiii) ~~twentieth~~twenty-third, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~F-RR~~ F Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~F-RR Certificates has been~~ is reduced to zero; (~~xxi~~xxiv) twenty-~~first~~fourth, to the ~~Holders~~ Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class ~~F-RR~~ F Certificates, ~~first~~ but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Class G Certificates, in respect of interest up to an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on~~ Interest Distribution Amount for that ~~amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such~~ Class; (~~xxii~~xxvi) twenty-~~second~~sixth, ~~to the Holders~~ following reduction of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~G-RR~~ G Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~G-RR Certificates has been~~ is reduced to zero; (~~xxiv~~xxvii) twenty-~~fourth~~seventh, to the ~~Holders of the~~ Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxv~~xxviii) twenty-~~fifth~~eighth, to the ~~Holders of the~~ Class ~~H-RR~~ H Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~xxvi~~xxix) twenty-~~sixth~~ninth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~H-RR~~ H Certificates, in reduction of their Certificate Balance, an amount equal to the Principal Distribution Amount (or the portion of it remaining after distributions on the Class A Certificates (other than the Class A-2FL Certificates) and the Class A-2FL Regular Interest, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on that Distribution Date), until the Certificate Balance tof that Class is

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp11), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp11)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall ~~be deemed to~~ transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(i) with respect to each ~~Class~~ class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ XP Certificates and the Class ~~A-BP~~ XC Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (ii) to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates and the Class A-4 Certificates in reduction of the ~~Certificate~~ Class Principal Balances ~~thereof~~thereof in an amount up to the Adjusted Principal Distribution Amount: (IA) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, ~~in the following priority:~~ (1) first, to the Holders of the Class ~~A-AB~~ A-1 Certificates~~, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount~~, until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-AB~~ A-1 Certificates has been reduced to ~~the Class A-AB Scheduled Principal Balance for such Distribution Date;~~ zero, (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), A-2 Certificates until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-1~~ A-2 Certificates has been reduced to zero; , (3) third, to the Holders of the Class ~~A-2~~ A-3 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-2~~ A-3 Certificates has been reduced to zero; , and (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), A-4 Certificates until the outstanding ~~Certificate Balance of the~~ Class ~~A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (IIB) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates,~~ Certificates and the Class A-4 Certificates, pro rata (based upon their respective outstanding Class Principal Balances), until their respective outstanding Class Principal Balances have been reduced to zero; (iii) to the Holders of the Class ~~A-AB~~ A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates and the Class ~~A-BP~~ A-4 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to ~~each~~ such ~~Class~~Class of Certificates pursuant to Section 4.04(a)), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related~~ until all amounts of Realized ~~Loss was~~ Losses previously and Additional Trust Fund Expenses allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) ~~fourth,~~ to make distributions of interest to the Holders of the Class ~~A-S~~ B Certificates~~, in respect of interest~~, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (v) ~~fifth,~~ after the ~~Certificate Balances of the~~ Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to make distributions of principal to the Holders of the Class B Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a); (vi) to make distributions to the Holders of the ~~Certificate Balance thereof~~Class B Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (vii) to make distributions of interest to the Holders of the Class C Certificates, up to an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (viii) after the Class ~~A Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (ix) to make distributions to the Holders of the Class C Certificates, up to an amount equal to, and in ~~respect~~ reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of ~~interest~~Certificates pursuant to Section 4.04(a) and not previously reimbursed; (x) to make distributions of interest to the Holders of the Class D Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xi) ~~eleventh,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, principal to the Holders of the Class D Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates ~~and~~ outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class X-of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (xii) to make distributions to the Holders of the Class D Certificates~~, in respect of interest~~, up to an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xiii) to make distributions of interest to the ~~respective~~ Holders of the Class E Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amounts~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xiv) ~~fourteenth,~~ after the ~~Certificate Balances of the~~ Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D E Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~xv) ~~sixteenth,~~ to make distributions to the Holders of the Class ~~E-RR~~ E Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xvi) to make distributions of interest to the Holders of the Class F Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xvii) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, principal to the Holders of the Class ~~E-RR~~ F Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~xviii) ~~nineteenth,~~ to make distributions to the Holders of the Class ~~F-RR~~ F Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xix) to make distributions of interest to the Holders of the Class G Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xx) ~~twentieth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ F Certificates ~~and Class E-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, principal to the Holders of the Class ~~F-RR~~ G Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(b)); (~~xxii~~xxi) ~~twenty-second,~~ to make distributions to the Holders of the Class ~~G-RR~~ G Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxii) to make distributions of interest to the Holders of the Class H Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxiii) ~~twenty-third,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR~~ G Certificates ~~and Class F-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, principal to the Holders of the Class ~~G-RR~~ H Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxv~~xxiv) ~~twenty-fifth,~~ to make distributions to the Holders of the Class ~~H-RR~~ H Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxv) to make distributions of interest to the Holders of the Class J Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxvi) ~~twenty-sixth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR~~ H Certificates ~~and Class G-RR Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~H-RR~~ J Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (xxvii) to make distributions to the Holders of the Class J Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxviii) to make distributions of interest to the Holders of the Class K Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxix) after the Class Principal Balance tof the Class J Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class K Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (xxx) to make distributions to the Holders of the Class K Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxxi) to make distributions of interest to the Holders of the Class L Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxxii) after the Class Principal Balance of the Class K Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class L Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(a)); (xxxiii) to make distributions to the Holders of the Class L Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxxiv) to make distributions of interest to the Holders of the Class M Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxxv) after the Class Principal Balance of the Class L Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class M Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance Certificates pursuant to any prior clause of this Section 4.01(b)); (xxxvi) to make distributions to the Holders of the Class M Certificates, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (xxxvii) to make distributions of interest to the Holders of the Class N Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xxxviii) after the Class Principal Balance of the Class M Certific

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Greenwich Capital Comm Mort Pass THR Certs Ser 2003-C2), Pooling and Servicing Agreement (Greenwich Capital Comm Mort Pass THR Certs Ser 2003-C2)

Distributions. Available Cash shall be distributed as follows: (a) ~~[Reserved]~~ Within thirty (b30) ~~On each~~ days after the end of a Distribution ~~Date~~Period, an amount equal to ~~the extent~~ 100% of ~~the~~ Available ~~Funds for such Distribution Date~~Cash (other than that constituting Net Proceeds of Refinancing, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(dSale or Other Capital Transactions) with respect to ~~each Class~~ such Distribution Period shall, subject to Section 18-607 of ~~Lower-Tier Regular Interests~~the Delaware Act, ~~and immediately thereafter, shall make distributions thereof from~~ be distributed by the ~~Upper-Tier REMIC~~ Company to the Members as of the Record Date for such Distribution ~~Account~~ Period in accordance with the following order ~~of priority, satisfying in full, to the extent required~~ and ~~possible, each priority before making any distribution with respect to any succeeding~~ priority: (i) ~~first~~First, to the ~~Holders of the~~ Class ~~A-1 Certificates~~A Members, ~~the~~ in proportion to their relative Class ~~A-2 Certificates~~A Percentage Interest, ~~the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ until there has been distributed in respect of ~~interest~~such Class A Interests, ~~concurrently~~an amount equal to $17,500,000; (ii) Second, to the Class A Members, in proportion to their relative Class A Percentage Interest, until there has been distributed in respect of such Class A Interests, an amount equal to the Cumulative Class A Distribution Shortfall existing with respect to such Quarter; and (iii) Thereafter, (A) 5% to the Class A Members in proportion to their relative Class A Percentage Interest, and (B) 95% to the Class C Members in proportion to their relative Class C Percentage Interest; provided that for any Distribution Period in which any Class C Units are outstanding for a portion of such Distribution Period, the amount distributed to the Class C Members with respect to such Class C Units shall be prorated based on the number of days such Class C Units were outstanding during such Distribution Period. (b) Available Cash from Net Proceeds of Refinancing, Sale or Other Capital Transactions, shall be applied or distributed as expeditiously as practical after the occurrence of the transaction giving rise to such proceeds as follows: (Ai) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over DateFirst, to the Class ~~A-1~~B Members, ~~Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on~~ in proportion to their respective ~~Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date~~Unrecovered Contribution Account balances, until ~~the Certificate Balance of~~ each ~~of the~~ Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates B Member’s Unrecovered Contribution Account balance has been reduced to zero; (viii) ~~sixth~~Second, to the ~~Holders of the~~ Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B CertificatesA Members, in ~~respect of interest~~proportion to their respective Unrecovered Contribution Account balances, ~~up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the~~ until each Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates Member’s Unrecovered Contribution Account balance has been reduced to zero; (ixiii) ~~ninth~~Third, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C ~~Certificates~~Members, in ~~respect of interest~~proportion to their respective Unrecovered Contribution Account balances, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the until each Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates Member’s Unrecovered Contribution Account balance has been reduced to zero; and (iv) Thereafter, (A) 5% to the Class A Members in proportion to their relative Class A Percentage Interest, and (B) 95% to the Class C Members in proportion to their relative Class C Percentage Interest; provided that for any Distribution Period in which any Class C Units are outstanding for a portion of such Distribution Period, the amount distributed to the Class C Members with respect to such Class C Units shall be prorated based on the number of days such Class C Units were outstanding during such Distribution Period. (c) With respect to any distributions made pursuant to Section 4.3(a) or (b), to the extent any Member is in Monetary Default under this Agreement, the distribution to such Member shall be paid to the Nondefaulting Members or be held by the Company, as applicable to satisfy such Monetary Default and losses, damages, costs and expenses resulting directly from such Monetary Default; (~~xii~~d) ~~twelfth~~Within one business day of receipt of a Transition Support Payment, to the ~~Holders of the Class C Certificates, first up to~~ Company shall distribute an amount equal to 100% of such Transition Support Payment to the ~~unreimbursed Realized Losses previously allocated~~ Class A Members in proportion to ~~such Class, then interest on that amount at the Pass-Through Rate for such~~ their relative Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class;~~A Percentage Interest. (~~xiii~~e) ~~thirteenth~~Within one business day of receipt of a payment by a Class C Member of its portion of the True Up Value, the Company shall distribute an amount equal to 100% of such payment to the ~~Holders of~~ Class A Members in proportion to their relative Class A Percentage Interest. (f) Notwithstanding any provision to the ~~Class D Certificates and Class X-D Certificates~~contrary contained in this Agreement, the Company shall not make a distribution to any Member if such distribution would violate the Delaware Act or any other applicable law. (g) Each distribution in respect of ~~interest~~an Interest or a Unit shall be paid by the Company, up directly or through a transfer agent or any other Person or agent, only to ~~an amount equal to,~~ the Members as of the Record Date. Such payment shall constitute full payment and ~~pro rata in accordance with,~~ satisfaction of the ~~respective Interest Distribution Amounts~~ Company’s liability in respect of such ~~Class~~ payment, regardless of ~~Certificates for~~ any claim of any Person who may have an interest in such ~~Distribution Date; (xiv) fourteenth, after the Certificate Balances~~ payment by reason of ~~the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof,~~ an ~~amount equal to the Principal Distribution Amount (~~assignment or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance totherwise.

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Williams Partners L.P.), Limited Liability Company Agreement (Williams Partners L.P.)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Paying Agent shall apply an equal amount to the ~~extent~~ sum of (1) the Available ~~Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Distribution Amount ~~from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts~~ and ~~priorities set forth in Section 4.01(d~~(2) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ any Rounding Amount in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) to the Non-PO Class A Certificateholders, all distributable amounts up to the sum of (A) the Aggregate Class A Interest Accrual Amount and (B) the Aggregate Class A Interest Shortfall; (ii) the balance, if any, of the Available Distribution Amount shall be allocated, first, pro rata (in accordance with the maximum amounts distributable in accordance with this paragraph (ii)) and concurrently between (A) the Non-PO Class A Certificateholders, the amounts distributable pursuant to paragraph (b)(ii)(A) below, up to the ~~Holders of the~~ Non-PO Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~ A Optimal Principal Amount and (B) the Class A-~~AB Certificates~~P Certificateholders, the Class A-~~BP Certificates~~P Amount, in accordance with paragraph (b)(ii)(B) below and second, to the Class A-P Certificateholders, the Class XA-~~A Certificates~~P Shortfall Amount, in accordance with paragraph (b)(iii) below; (iii) to the Class M Certificateholders, the ~~Class X-BP Certificates~~ balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) and (ii) above, in accordance with, and up to the amount calculated pursuant to, Section 6.01(c) below; (iv) to the Class X-B ~~Certificates~~Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) through (iii) above, in ~~respect~~ accordance with, and up to the amounts calculated pursuant to, Section 6.01(d) below; and (v) to the Class A-R Certificateholders the balance, if any, of ~~interest, concurrently,~~ the Available Distribution Amount remaining after the distributions provided for in paragraphs (i) through (iv) above. (b) Amounts payable to the Class A Certificateholders on any Distribution Date shall be distributed as follows: (i) to the extent the amount available for distribution pursuant to paragraph (a)(i) above is sufficient: (A) to the Class A-1 ~~Certificates~~Certificateholders, (1) the Class ~~A-2 Certificates,~~ A-1 Interest Accrual Amount plus (2) the Class ~~A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ A-1 Shortfall from the ~~portion of Available Funds attributable to the Group 1 Assets for such~~ preceding Distribution Date~~, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~; (B) to the Class ~~A-BP Certificate~~A-2 Certificateholders, (1) the Class A-2 Interest Accrual Amount plus (2) the Class A-2 Shortfall from the ~~portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such~~ preceding Distribution Date~~, up to an amount equal to the Interest Distribution Amount for such Class; and~~; (C) to the Class ~~X-A Certificates~~A-3 Certificateholders, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii1) ~~second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates,~~ the Class A-3 ~~Certificates,~~ Interest Accrual Amount plus (2) the Class ~~A-4 Certificates,~~ A-3 Shortfall from the ~~Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof:~~ preceding Distribution Date; (~~I) prior to the Cross-Over Date (a~~D) to the Class ~~A-1 Certificates~~A-4 Certificateholders, ~~Class A-2 Certificates, Class A-3 Certificates,~~ (1) the Class A-4 ~~Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution~~ Interest Accrual Amount ~~for such Distribution Date and, after the Certificate Balance of~~ plus (2) the Class ~~A-BP Certificates has been reduced to zero,~~ A-4 Shortfall from the ~~Group 2 Principal~~ preceding Distribution ~~Amount remaining after payments~~ Date; (E) to the Class ~~A-BP Certificates have been made on such Distribution Date~~A-5 Certificateholders, ~~in the following priority:~~ (1) ~~first, to the Holders of~~ the Class ~~A-AB Certificates, in an amount up to the Group 1 Principal Distribution~~ A-5 Interest Accrual Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; plus (2) ~~second, to the Holders of~~ the Class ~~A-1 Certificates, in an amount up to~~ A-5 Shortfall from the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such preceding Distribution Date~~), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero;~~ ; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (bF) to the Class A-~~BP Certificates~~R Certificateholder, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of (1) the Class A-~~BP Certificates has been reduced to zero; and~~ R Interest Accrual Amount plus (II2) ~~on or after~~ the ~~Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4,~~ Class A-~~AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to~~ R Shortfall from the ~~Principal Distribution Amount for such~~ preceding Distribution Date~~, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard~~ ; and (G) to the Class A-~~AB Scheduled~~ X Certificateholders, (1) the Class A-X Interest Accrual Amount plus (2) the Class A-X Shortfall from the preceding Distribution Date; (ii) concurrently, (A) to the Non-PO Class A Certificateholders, up to the Non-PO Class A Optimal Principal ~~Balance or Asset Groups~~Amount, allocated among the Non-PO Class A Certificates in accordance with the Non-PO Class A Principal Payment Rules and (B) to the Class A-P Certificateholders, the Class A-P Amount; (iii) ~~third,~~ to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~A-P Certificateholders, the Class A-~~AB Certificates and the Class A-BP Certificates~~P Shortfall Amount; provided, ~~first up~~ however, that any amounts distributed pursuant to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Classthis Section 6.01(b), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Chase Mortgage Finance Corp), Pooling and Servicing Agreement (Chase Funding Inc)

Distributions. (a) ~~[Reserved] (b) On~~ Subject to Section 3.21(c), on each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds for each Loan Group and Principal Distribution Amount for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~I-A Certificates, the ~~Class X-BP Certificates~~ Current Interest and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective any Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Carry Forward Amount for such Class; and (Cii) Loan Group II, to the Class XII-A Certificates, ~~Class X-BP Certificates~~ the Current Interest and ~~Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective~~ any Interest ~~Distribution~~ Carry Forward Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (ivB) ~~fourth~~From Interest Funds in respect of: (i) Loan Group I, to the ~~Holders~~ Class II-A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(ii) above; (ii) Loan Group II, to the Class AI-S A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Class, in accordance with the amount of accrued interest due thereon, in each case to the extent not paid pursuant to clause (1)(A)(i) above; (C) From remaining Interest Funds in respect of ~~interest~~both Loan Groups, up sequentially to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the Current Interest for each such Class. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated as set forth in the definition of “Current Interest” herein. (2) On each Distribution Date, the Principal Distribution Amount shall be distributed in the following manner and order of priority: (A~~-BP Certificates have been made~~ ) For each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date) , to the Class I-A Certificates, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class AII-~~S Certificates has been~~ A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class ~~A-S~~ M-5 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ from any remaining Principal Distribution Amount for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ B-1 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for such Distribution Date) , until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class B-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date, to the ~~Holders~~ Class I-A Certificates, the Class I-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class II-A Certificates, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class B-1 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class B-2 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class B-3 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class B-4 Certificates, from any remaining Principal Distribution Amount for such Distribution Date, the Class B-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the Group I Principal Distribution Amount or Group II Principal Distribution Amount, as applicable, or the Class B I-A Principal Distribution Amount or Class II-A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated to the remaining Classes of Class A Certificates pro rata in the same manner and order of priority described above; and (4) Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and shall be distributed in the following manner and order of priority: (A) to the Class A Certificates, ~~first up~~ (a) first, any remaining Interest Carry Forward Amount due with respect to each such Class to the extent not fully paid pursuant to clause (a)(1) above and Section 3.21(d), and (b) second, any Unpaid Realized Loss Amount for each such Class for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class to the extent not fully paid pursuant to Section 3.21(d); (B) from any remaining Excess Cashflow, sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, an amount equal to the ~~aggregate~~ Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.21(d); (C) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Classes of ~~unreimbursed Realized Losses previously~~ Class A Certificates, any Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class, to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (D) from any remaining Excess Cashflow otherwise distributable to the Class C Interest and the Class C Certificates, to the Reserve Fund, (i) first, to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not fully paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (E) from any remaining Excess Cashflow, first, to the Class A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such ~~Class~~Classes of Certificates, ~~then interest on that amount at~~ to the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~extent not previously reimbursed; (xF) ~~tenth~~from any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund (other than to the extent already paid by the Swap Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (G) from any remaining Excess Cashflow, to the Class C Interest and Class C Certificates, an amount equal to the Class C Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) from any remaining Excess Cashflow, to each of the Class R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class C Certificates, provided that such distributions shall not be in ~~respect~~ reduction of ~~interest~~the principal balance thereof. In addition, ~~up to an amount equal~~ notwithstanding the foregoing clause (a)(2), to the ~~Interest~~ extent a Class IO Distribution Amount ~~in respect of such~~ is payable from principal collections, Principal Distribution Amounts will be deemed paid to the most subordinate Class of ~~Certificates for such Distribution Date; (xi) eleventh~~Regular Certificates, ~~after~~ until the Certificate ~~Balances of the Class A Certificates and the Class B Certificates have~~ Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.21(f). In addition, notwithstanding the ~~Holders of~~ foregoing, on any Distribution Date after the ~~Class C Certificates in reduction of~~ Distribution Date on which the Certificate Principal Balance ~~thereof~~of a Class of Class A, ~~up to an amount equal to the Principal Distribution Amount (~~Class M or ~~the portion thereof remaining after any distributions in respect of the Class A Certificates and the~~ Class B ~~Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C~~ Certificates has been reduced to zero;, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. (~~xii~~b) ~~twelfth,~~ In addition to the ~~Holders~~ foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Protected Account pursuant to Section 4.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~C Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the unreimbursed~~ of Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such~~ any Class of Certificates ~~for~~ currently exists as the result of a prior allocation of a Realized Loss, such ~~Distribution Date; (xiv) fourteenth, after~~ Subsequent Recoveries will be applied as Excess Spread. The amount of any remaining Subsequent Recoveries will be applied to increase the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D of Certificates ~~has been reduced to zero; (xv) fifteenth~~with the next highest payment priority, up to the ~~Holders~~ amount of ~~the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed~~ such Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the~~ and so on. Holders of ~~the Class E-RR Certificates,~~ such Certificates will not be entitled to any payment in respect of ~~interest, up~~ Current Interest on the amount of such increases for any Interest Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to ~~an amount equal to,~~ the ~~Interest Distribution Amount in respect~~ Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) Subject to Section 10.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such Holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates ~~for~~ registered in the name of a Depository shall be made to such Depository in immediately available funds. (d) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date~~; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates~~, the ~~Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero,~~ Master Servicer shall deliver a report to the ~~Holders of the Class E-RR Certificates,~~ Trustee in ~~reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount~~ electronic form (or by such other means as the ~~portion thereof remaining after any~~ Master Servicer and the Trustee may agree from time to time) containing such data and information, as agreed to by the Master Servicer and the Trustee required to permit the Trustee to prepare the Monthly Statement to Certificateholders and to make the required distributions ~~in respect of~~ for the ~~Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such~~ related Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Sl1), Pooling and Servicing Agreement (Bear Stearns Mortgage Funding Trust 2007-Sl1)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4~~ A-4A Certificates, the Class A-4B Certificates and the Class A-AB SB Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date, (B) to the Holders of the Class ~~A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B~~ A-1A Certificates, in respect of interest, ~~concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ from the ~~portion of~~ Loan Group 2 Available ~~Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest~~ Distribution Amount ~~for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date,~~ and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date and (C) on the Class X-1 and Class X-2 Certificates, pro rata, from the Available Distribution Amount for such ~~Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such~~ Distribution ~~Date, without regard to Asset Groups,~~ Date up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution Amount for ~~such~~ those Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to ~~Asset Groups.~~Loan Group, in each case based upon their respective entitlements to interest for that Distribution Date; provided, on any Distribution Date where the Available Distribution Amount (or applicable portion thereof) is not sufficient to make distributions in full to the related Classes of Certificates as described above, the Available Distribution Amount will be allocated among the above Classes of Certificates without regard to Loan Group, pro rata, in accordance with the respective amounts of Distributable Certificate Interest in respect of such Classes of Certificates on such Distribution Date, in an amount equal to all Interest Distribution Amounts in respect of each such Class of Certificates for such Distribution Date; provided, further, that Interest Distribution Amounts for the Class A-4A and Class A-4B Certificates will be distributed first to the Class A-4A Certificates and then to the Class A-4B Certificates, in the amount of their respective Interest Distribution Amounts; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4~~ A-4A Certificates, the Class A-4B Certificates, the Class A-AB SB Certificates and ~~the~~ Class ~~A-BP Certificates~~ A-1A Certificates, in reduction of the Certificate Balances thereof, concurrently: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1A)(1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount~~and, ~~until~~ after the outstanding Certificate Balance of the Class ~~A-AB~~ A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after the payments specified in clause (B) below have been made on such Distribution Date, until the sum of the Certificate Balance of the Class A-SB Certificates is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and~~ (~~if applicable~~or a portion of it remaining after payments specified in clause (A)(1) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclause~~ clause (1A)(1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount (or a portion of it remaining after payments specified in clauses (A)(1) and (~~if applicable~~2) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1) and (2) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount (or a portion of it remaining after payments as specified in clauses (A)(1), (2) and (~~if applicable~~3) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2) and (3) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ A-4A Certificates, in an amount up to the Loan Group 1 ~~Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (1A)(1), (2), (3) and (4) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2), (3) and (4) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-4~~ A-4A Certificates has been reduced to ~~zero;~~ zero and (6) sixth, to the Holders of the Class ~~A-AB~~ A-4B Certificates, in an amount up to the Loan Group 1 ~~Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (5) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class A-4B Certificates has been reduced to zero; (7) seventh, to the Holders of the Class A-AB SB Certificates, ~~without regard~~ in an amount up to the Loan Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (A)(1), (2), (3), (4), (5) and (6) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2), (3), (4), (5) and (6) above have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-~~AB Scheduled Principal Balance,~~ SB Certificates has been reduced to zero; and (bB) to the Holders of the Class ~~A-BP~~ A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount ~~for such Distribution Date~~ and, after the outstanding Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ A-4B and Class A-AB SB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates~~(2), ~~Class A-3 Certificates~~(3), ~~Class A-4 Certificates~~ (4), (5), (6) and ~~Class A-AB Certificates~~ (7) above have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 Certificates, ~~the~~ Class A-3 Certificates, ~~the~~ Class ~~A-4~~ A-4A Certificates, ~~the~~ Class A-4B Certificates, Class A-AB SB Certificates and ~~the~~ Class ~~A-BP~~ A-1A Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; provided that reimbursement for any Collateral Support Deficit for the Class A-4A and Class A-4B Certificates will be distributed first to the Class A-4A Certificates and then to the Class A-4B Certificates; (iv) fourth, to the Holders of the Class A-S J Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ A Certificates have been reduced to zero, to the Holders of the Class A-S J Certificates in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S J Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S J Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-J Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of ~~the~~ Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution ~~Amount~~ Amounts in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates and the Class A-J Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ and the Class A-J Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~as applicable, but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates, the Class A-J Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class A-J Certificates and the Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, the Class A-J Certificates, the Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class A-J Certificates, Class B Certificates and the Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and the Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates,~~ Certificates and the Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class G Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ H Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the ~~Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t~~Hol

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMorgan Chase Commercial Mortgage Securities Corp Series 2005-Ldp3), Pooling and Servicing Agreement (JPMorgan Chase Commercial Mortgage Securities Corp Series 2005-Ldp3)

Distributions. (aIn accordance with Section 3.01(d) ~~[Reserved] (b) On~~ of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Securities Administrator shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to ~~the extent~~ Section 3.01(a)(iv) of the Standard Terms) for Loan Group 1, Loan Group 2, Loan Group 3, Loan Group 4, and shall distribute it in the following manner and order of priority: (i) the Available ~~Funds~~ Distribution Amount for Loan Group 1 and such Distribution ~~Date, the Certificate Administrator~~ Date shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) ~~to the Class A-1 Certificates~~first, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets~~ pro rata (based on Accrued Certificate Interest thereon for such Distribution Date), up to ~~an amount equal to~~the Class R, Class RC, Class 1A1 and ~~pro rata in accordance with~~Class 1A2 certificates, ~~the respective~~ Accrued Certificate Interest ~~Distribution Amount~~ thereon for such ~~Classes;~~Distribution Date; and (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to in the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificatesfollowing order or priority, in an amount up to the ~~Group 1~~ Senior Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause : (1) ~~above have been made on such Distribution Date)~~to the Class R and Class RC Certificates, sequentially, in that order, as principal, until the ~~outstanding Certificate~~ Class Principal Balance of ~~the~~ each such Class ~~A-1 Certificates~~ has been reduced to zero; and (32) ~~third~~pro rata (based on their respective Class Principal Balances), to the ~~Holders of~~ Class 1A1 and Class 1A2 Certificates, as principal, until the Class ~~A-2 Certificates in an amount up~~ Principal Balance of each such Class has been reduced to zero; (ii) the ~~Group 1 Principal~~ Available Distribution Amount ~~and (if applicable) the~~ for Loan Group 2 ~~Principal~~ and such Distribution ~~Amount~~ Date shall be distributed in the following order of priority: (or A) first, pro rata (based on the ~~portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on~~ Accrued Certificate Interest thereon for such Distribution Date), ~~until the outstanding Certificate Balance of~~ to the Class ~~A-2 Certificates has been reduced to zero; (4) fourth~~2A1, ~~to the Holders of the~~ Class ~~A-3~~ 2A2, Class 2A3 and Class 2X Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on Accrued Certificate Interest thereon for such Distribution Date~~), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero~~; and (5B) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificatessecond, pro rata (based on their respective ~~Certificate~~ Class Principal Balances) ), to the Class 2A1, Class 2A2 and Class 2A3 Certificates, as principal, in an amount ~~equal~~ up to the Senior Principal Distribution Amount for Loan Group 2 for such Distribution Date, until the ~~Certificate~~ Class Principal Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (viiii) ~~sixth, to~~ the ~~Holders~~ Available Distribution Amount for Loan Group 3 and such Distribution Date shall be distributed in the following order of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;priority: (~~vii~~A) ~~seventh~~first, to pro rata (based on the ~~Holders of the Class B Certificates, in respect of interest, up to an amount equal to the~~ Accrued Certificate Interest ~~Distribution Amount in respect of such Class of Certificates~~ thereon for such Distribution Date~~; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero~~), to the ~~Holders of~~ Class 3A1 and Class 3A2 Certificates, Accrued Certificate Interest thereon for such Distribution Date; and (B) second, pro rata (based on their respective Class Principal Balances), to the Class B 3A1 and Class 3A2 Certificates, as principal, in ~~reduction of the Certificate Balance thereof,~~ an amount up to ~~an amount equal to~~ the Senior Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for Loan Group 3 for such Distribution Date) , until the ~~Certificate~~ Class Principal Balance of ~~the~~ each such Class ~~B Certificates~~ has been reduced to zero; (ixiv) ~~ninth, to~~ the ~~Holders~~ Available Distribution Amount for Loan Group 4 and such Distribution Date shall be distributed in the following order of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;priority: (xA) ~~tenth~~first, to pro rata (based on the ~~Holders of the Class C Certificates, in respect of interest, up to an amount equal to the~~ Accrued Certificate Interest ~~Distribution Amount in respect of such Class of Certificates~~ thereon for such Distribution Date~~; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero~~), to the ~~Holders of~~ Class 4A1 and Class 4A2 Certificates, Accrued Certificate Interest thereon for such Distribution Date; and (B) second, pro rata (based on their respective Class Principal Balances), to the Class ~~C Certificates~~ 4A1 and Class 4A2 Certificates, as principal, in ~~reduction of the Certificate Balance thereof,~~ an amount up to ~~an amount equal to~~ the Senior Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on~~ for Loan Group 4 for such Distribution Date) , until the ~~Certificate~~ Class Principal Balance of ~~the~~ each such Class ~~C Certificates~~ has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Trust Agreement (STARM Mortgage Loan Trust 2007-4), Master Servicing and Trust Agreement (STARM Mortgage Loan Trust 2007-4)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent~~ Trustee shall (except as otherwise provided in Section 9.01), based on information provided by the Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (ix) and deemed distributions from REMIC I pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of the remaining portion of the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, ~~each priority before making any distribution with respect to any succeeding priority~~as applicable: (i) ~~first,~~ to make distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the Class A-4 Certificates the~~ Class A-~~AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ SB and ~~the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates,~~ Class A-4 ~~Certificates and Class A-AB~~ Certificates, from the ~~portion of Available Funds attributable to the~~ Loan Group 1 ~~Assets~~ Available Distribution Amount, in an amount equal to, and pro rata as among those Classes of Senior Certificates in accordance with, all Distributable Certificate Interest in respect of each such Class of Senior Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and concurrently, to make distributions of interest to the Holders of the Class A-1A Certificates, from the Loan Group 2 Available Distribution Amount in an amount equal to all Distributable Certificate Interest in respect of the Class A-1A Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and also concurrently, to make distributions of interest to the Holders of the Class XC and Class XP Certificates, from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, in an amount equal to, and pro rata as between those Classes of Class X Certificates in accordance with, all Distributable Certificate Interest in respect of each such Class of Class X Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Distributable Certificate Interest payable as described above in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the ~~respective~~ Distributable Certificate Interest ~~Distribution Amount~~ in respect of each such Class of Senior Certificates for such ~~Classes~~Distribution Date, and to the extent not previously paid, for all prior Distribution Dates, if any; (Bii) to make distributions of principal, first, to the Holders of the Class A-SB Certificates, until the related Class Principal Balance is reduced to the Class A-~~BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ SB Planned Principal Balance for such Distribution Date, ~~up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates~~ and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Certificates, ~~until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to~~ the Holders of the Class A-3 Certificates, ~~in an amount up to~~ the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance Holders of the Class ~~A-3~~ A-SB Certificates ~~has been reduced to zero; (5) fifth, to~~ and the Holders of the Class A-4 Certificates, in that order, in each case until the related Class Principal Balance is reduced to zero, in an aggregate amount up for both clauses first and second above (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates outstanding immediately prior to such Distribution Date) equal to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on~~ for such Distribution Date~~), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; and ~~(6) sixth~~concurrently, to make distributions of principal to the Holders of the Class ~~A-AB~~ A-1A Certificates, in an amount up (not to exceed the ~~Group 1~~ Class Principal ~~Distribution Amount and (if applicable)~~ Balance of the ~~Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on~~ Class A-1A Certificates outstanding immediately prior to such Distribution Date~~), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ ) equal to the ~~Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the~~ Loan Group 2 Principal Distribution Amount for such Distribution Date; provided that, if the portion of the Available Distribution Amount for such Distribution Date ~~and,~~ remaining after the ~~Certificate Balances~~ distributions of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments interest made pursuant to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and immediately preceding clause (IIi) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to is less than the Principal Distribution Amount for such Distribution Date, ~~until~~ then the ~~Certificate Balance of each~~ Holders of the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class~~ A-AB SB and Class ~~A-BP~~ A-4 Certificates ~~is reduced to zero~~shall have a prior right, ~~without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third,~~ relative to the Holders of the Class ~~A-1~~ A-1A Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group 1 Available Distribution Amount for such Distribution Date and the Holders of the Class ~~A-2 Certificates~~A-1A Certificates shall have a prior right, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, relative to the Holders of the Class A-1, Class A-2, Class A-3, Class A-S SB and Class A-4 Certificates, ~~in respect~~ to receive their distributions of ~~interest, up~~ principal pursuant to ~~an amount equal to~~ this clause (ii) out of the ~~Interest~~ remaining portion of the Loan Group 2 Available Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date~~; (v) fifth~~; and provided, ~~after~~ further, that, notwithstanding the ~~Certificate~~ foregoing, if the aggregate of the Class Principal Balances of the Class ~~A-1 Certificates~~AM, Class ~~A-2 Certificates~~AJ, Class ~~A-3 Certificates~~B, Class ~~A-4 Certificates~~C, Class ~~A-AB Certificates~~ D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class P and Class ~~A-BP~~ Q Certificates ~~have~~ has previously been reduced to zero, then distributions of principal will be made to the Holders of the Class ~~A-S Certificates in reduction of the Certificate Balance thereof~~A-1, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the~~ Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~A-SB, Class ~~A-4, Class A-AB~~ A-4 and Class ~~A-BP~~ A-1A Certificates ~~have been made on~~ pursuant to this clause (ii) up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the Class Principal Balance of each such Class of Senior Certificates outstanding immediately prior to such Distribution Date (and without regard to Loan Groups or the Principal Distribution Amount for such Distribution Date); (iii) ~~until~~ after the ~~outstanding Certificate~~ Class Principal Balance of the Class ~~A-S~~ A-1A Certificates has been reduced to zero~~; (vi) sixth~~, to make distributions of principal, first, to the Holders of the Class A-S SB Certificates, ~~first up~~ until related Class Principal Balance (after taking into account any distributions of principal made with respect to the Class A-SB Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to the Class A-SB Planned Principal Balance for such Distribution Date, and second, to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates, the Holders of the Class A-SB Certificates and the Holders of the Class A-4 Certificates, in that order, in each case until the related Class Principal Balance (after taking into account any distributions of principal with respect to those Classes of Senior Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to zero, in an aggregate amount (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to those Classes of Senior Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) equal to the excess, if any, of (A) the Loan Group 2 Principal Distribution Amount for such Distribution Date, over (B) the distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to the immediately preceding clause (ii); (iv) after the aggregate of the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to clause (ii) above) equal to the excess, if any, of (A) the Loan Group 1 Principal Distribution Amount for such Distribution Date, over (B) the aggregate distributions of principal made with respect to the Class A-1, Class A-2, Class A-3, Class A-SB and/or Class A-4 Certificates on such Distribution Date pursuant to clause (ii) above; (v) to make distributions to the Holders of the Class A-1, Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-SB, Class A-4 and Class A-1A Certificates, in an amount equal to, pro rata in accordance with, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class of Certificates and not previously reimbursed; (vi) to make distributions of interest to the Holders of the Class AM Certificates in an amount equal to ~~the aggregate~~ all Distributable Certificate Interest in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class of Certificates for such ~~Class compounded monthly from~~ Distribution Date and, to the ~~date the related Realized Loss was allocated to such Class~~extent not previously paid, for all prior Distribution Dates; (vii) ~~seventh~~after the Class Principal Balances of the Class A-1, Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-SB, Class A-4 and Class A-1A Certificates have been reduced to zero, to make distributions of principal to the Holders of the Class AM Certificates, in an amount (not to exceed the Class Principal Balance of the Class AM Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (viii) to make distributions to the Holders of the Class AM Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class AM Certificates and not previously reimbursed; (ix) to make distributions of interest to the Holders of the Class AJ Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (x) after the Class Principal Balance of the Class AM Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class AJ Certificates, in an amount (not to exceed the Class Principal Balance of the Class AJ Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xi) to make distributions to the Holders of the Class AJ Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class AJ Certificates and not previously reimbursed; (xii) to make distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiii) after the Class Principal Balance of the Class AJ Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xiv) to make distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xv) to make distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~xvi) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution ~~Date~~Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xixvii) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ make distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xviii) to make distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xix) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xx) to make distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xxi) to make distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxii) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D E Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class E Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Sequential Pay Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~xxiii) ~~sixteenth,~~ to make distributions to the Holders of the Class ~~E-RR~~ E Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class E Certificates and not previously reimbursed; (xxiv) to make distributions of interest to the Holders of the Class F Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of F Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~xvii~~xxv) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, principal to the Holders of the Class ~~E-RR~~ F Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class F Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Sequential Pay Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~xxvi) ~~nineteenth,~~ to make distributions to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance ti

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-McP1), Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-McP1)

Distributions. (aIn accordance with Section 3.01(d) ~~[Reserved] (b) On~~ of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Securities Administrator shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to ~~the extent~~ Section 3.01(a)(iv) of the Standard Terms) for Loan Group 1, Loan Group 2, Loan Group 3, Loan Group 4 and Loan Group 5 and shall distribute it in the following manner and order of priority: (i) the Available ~~Funds~~ Distribution Amount for ~~such Distribution Date, the Certificate Administrator~~ Loan Group 1 shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority: (1) first, ~~satisfying in full~~pro rata (based on their respective Accrued Certificate Interest), to the ~~extent required~~ Class 1A1 and ~~possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the~~ Class ~~A-1~~ 1AX Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Accrued Certificate Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classesthereon; provided, however, if that Accrued Certificate Interest otherwise distributable to the Class 1AX Certificates on any Distribution ~~Date,~~ Date will instead be deposited into the ~~Available Funds are insufficient~~ Class 1AX Certificate Account to ~~pay in full~~ the ~~total amount of interest to be paid to any~~ extent of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available related Required Reserve Fund Deposit for ~~such~~ that Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.Date; (ii2) second, to the ~~Holders of the~~ Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB 1A1 Certificates, in an amount up to the ~~Group 1~~ Senior Principal Distribution Amount for ~~such Distribution Date and~~Loan Group 1, ~~after the Certificate Balance of~~ until the Class ~~A-BP Certificates has been~~ Principal Balance thereof is reduced to zero; and (3) third, from the Class 1AX Certificate Account, to the Class 1A1 Certificates, any Net WAC Shortfalls for such Distribution Date; (ii) the Available Distribution Amount for Loan Group 2 shall be distributed as follows: (1) first, pro rata (based on their respective Accrued Certificate Interest), to the Class 2A1, 2AX and Class R Certificates, Accrued Certificate Interest thereon; provided, however, that Accrued Certificate Interest otherwise distributable to the Class 2AX Certificates on any Distribution Date will instead be deposited into the Class 2AX Certificate Account to the extent of the related Required Reserve Fund Deposit for that Distribution Date; (2) second, sequentially to the Class R and Class 2A1 Certificates, in that order, in an amount up to the Senior Principal Distribution Amount ~~remaining after payments~~ for Loan Group 2, until the Class Principal Balance of each such Class is reduced to zero; (3) third, from the Class 2AX Certificate Account, to the Class ~~A-BP Certificates have been made on~~ 2A1 certificates, any Net WAC shortfalls for such Distribution Date; (iii) the Available Distribution Amount for Loan Group 3 shall be distributed as follows: (1) first, pro rata (based on their respective Accrued Certificate Interest) to the Class 3A1, Class 3A2 and Class 3AX Certificates, Accrued Certificate Interest thereon; and (2) second, pro rata (based on their respective Class Principal Balances) to the Class 3A1 and Class 3A2 Certificates in an amount up to the ~~following priority:~~ Senior Principal Distribution Amount for Loan Group 3, until the Class Principal Balance of each such Class is reduced to zero; (iv) the Available Distribution Amount for Loan Group 4 shall be distributed as follows: (1) first, to the ~~Holders of~~ Class 4A1 Certificates, Accrued Certificate Interest thereon; and (2) second, to the Class ~~A-AB~~ 4A1 Certificates, as principal, in an amount up to the Senior Principal Distribution Amount for Loan Group 4, until the Class Principal Balance thereof is reduced to zero; and (v) the Available Distribution Amount for Loan Group 5 shall be distributed as follows: (1) first, pro rata (based on their respective Accrued Certificate Interest), to the Class 5A1, Class 5A2 and Class 5AX Certificates, Accrued Certificate Interest thereon; and (2) second, pro rata (based on their respective Class Principal Balances) to the Class 5A1 and Class 5A2 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Senior Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date5, until the ~~Certificate Balance of the~~ Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal ~~Distribution Amount for such Distribution Date, until the Certificate~~ Balance of each ~~of the~~ such Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Trust Agreement (GSR Mortgage Loan Trust 2004-14), Trust Agreement (GSR Mortgage Loan Trust 2004-14)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Trustee shall withdraw (i) from the Distribution Account, Available Funds for such Distribution Date and (ii) from the Net Rate Cap Fund, funds on deposit therein, and apply such amounts in the following order of priority, in each case, to the extent of the funds remaining therefor (and shall make corresponding allocations with respect to each REMIC): (1) To the Trustee, the Trustee Fee for such Distribution Date; (2) Concurrently, to the Class AV and Class A-IO Certificates, the related Class Interest Distribution for such Distribution Date, pro rata based on their respective entitlements; (3) Sequentially, first to the Class M-1 Certificates, second, to the Class M-2 Certificates, third to the Class M-3 Certificates, fourth to the Class M-4 Certificates, fifth to the Class M-5 Certificates and sixth to the Class M-6 Certificates the related Class Monthly Interest Amounts for such Distribution Date; (4) Concurrently, to the Class AV Certificates, pro rata based on Class Principal Balance, the Senior Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; provided, however, that the portion otherwise allocable to the Class AV-3 Certificates will be distributed to the Class AV-2 Certificates, until the Class Principal Balance of the Class AV-2 Certificates has been reduced to zero. (5) To the Class M-1 Certificates, the Class M-1 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (6) To the Class M-2 Certificates, the Class M-2 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (7) To the Class M-3 Certificates, the Class M-3 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (8) To the Class M-4 Certificates, the Class M-4 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (9) To the Class M-5 Certificates, the Class M-5 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (10) To the Class M-6 Certificates, the Class M-6 Principal Distribution Amount for such Distribution Date, excluding any Subordination Increase Amount included therein; (11) To the Class AV, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5 and Class M-6 Certificates, the Subordination Increase Amount for such Distribution Date applied in the same order as other principal distributions on that Distribution Date; (12) To the Class M-1 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (13) To the Class M-2 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (14) To the Class M-3 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (15) To the Class M-4 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (16) To the Class M-5 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (17) To the Class M-6 Certificates, (a) any related Class Interest Carryover Shortfall and then (b) any related Class Principal Carryover Shortfall; (18) To the Class BIO Certificates for concurrent deposit in the Net Rate Cap Fund, the Net Rate Cap Fund Deposit; (19) To the Offered Certificates (other than the Class A-IO Certificates) in the order and priority described in Section 5.08(c), the related Net Rate Cap Carryover, to be treated as paid from and to the extent of funds on deposit in the Net Rate Cap Fund (including amounts under the Interest Rate Cap Agreement); (20) To the Class BIO Certificates, the Class BIO Distribution Amount, less amounts distributed pursuant to Section 5.01(a)(18) on such Distribution Date; and (21) To the Class R-1 Certificateholders, Class R-2 Certificateholders, Class R-3 Certificateholders, Class R-4 Certificateholders and Class R-5 Certificateholders, the remainder in REMIC I, REMIC II, REMIC III, REMIC IV and REMIC V, respectively. Notwithstanding the priority set forth in clause (4) above, if the aggregate Class Principal Balance of the Subordinate Certificates has been reduced to zero, the Senior Principal Distribution Amount will be distributed concurrently to each Class of Class AV Certificates then outstanding on a pro rata basis in accordance with their respective Class Principal Balances. (b) On each Distribution Date, the Class Interest Distribution for each Class of Senior Certificates will be distributed on an equal priority and any shortfall in the amount required to be distributed as interest will be allocated with respect to the ~~extent~~ Senior Certificates, between the related Classes of Certificates, pro rata based on the ~~Available Funds for~~ amount that would have been distributed to each Class in the absence of such shortfall. (c) On each Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, Trustee shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class ~~A-1 Certificates,~~ P Certificates of all Prepayment Charges on deposit in the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in Distribution Account with respect ~~of interest, concurrently, as follows: (A)~~ to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ Mortgage Loans during the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to related Prepayment Period. Such Prepayment Charges will not be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, distributions to the Holders of the ~~Class A-1~~ other Classes of Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups;. (~~iii~~d) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any The Trustee shall make distributions in respect of a Distribution Date to each Certificateholder of record on the related Record Date (other than as provided in Section 10.01 respecting the final distribution), in the case of Holders of Offered Certificates, by check or money order mailed to such Certificateholder at the address appearing in the Certificate Register, or, upon written request by a Holder of an Offered Certificate delivered to the Trustee at least five Business Days prior to the related Distribution Date, by wire transfer or otherwise, and, in the case of Holders of Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~P Certificates, Class ~~A-3~~BIO Certificates or Residual Certificates, ~~Class A-4~~by wire transfer, ~~Class A-AB and Class A-BP Certificates~~ if appropriate wiring instructions have been ~~made on such~~ received by the Trustee at least five (5) Business Days prior to the related Distribution Date~~) until~~ , or, if not, by check or money order to such Certificateholder at the ~~outstanding~~ address appearing in the Certificate ~~Balance~~ Register. Distributions among Certificateholders of ~~the~~ a Class ~~A-S Certificates has been reduced to zero; (vi) sixth,~~ shall be made in proportion to the ~~Holders of~~ Percentage Interests evidenced by the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect Certificates of such Class ~~of Certificates for~~ held by such ~~Distribution Date;~~Certificateholders. (~~viii~~e) ~~eighth~~Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, ~~after~~ which shall credit the amount of such distribution to the accounts of its Depository Participants in accordance with its normal procedures. Each Depository Participant shall be responsible for disbursing such distribution to the Certificate ~~Balances~~ Owners that it represents and to each indirect participating brokerage firm (a “brokerage firm” or “indirect participating firm”) for which it acts as agent. Each brokerage firm shall be responsible for disbursing funds to the Certificate Owners that it represents. All such credits and disbursements with respect to a Book-Entry Certificate are to be made by the Depository and the Depository Participants in accordance with the provisions of the ~~Class A Certificates have been reduced to zero, to the Holders~~ Certificates. None of the ~~Class B Certificates~~Trustee, ~~in reduction of~~ the Paying Agent, the Certificate ~~Balance thereof~~Registrar, ~~up to an amount equal to~~ the ~~Principal Distribution Amount (~~Depositor, the Servicer or the ~~portion thereof remaining after~~ Seller shall have any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tresponsibility therefor except as otherwise provided by applicable law.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Renaissance Mort Acc Corp Renaissance Home Eq Ln Tr 2004 1), Pooling and Servicing Agreement (Delta Financial Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class ~~A-1~~A-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 ~~Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of ~~such Class~~ an anticipated distribution to DTC based on the receipt of ~~Certificates~~ payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date;, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (~~xxvi~~b) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t[Reserved] (c) [Reserved] (d) O

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C16), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2013-C16)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Middle-Tier Distribution Account and from the Middle-Tier Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests and Uncertificated Middle-Tier Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 Certificates and Class A-3 Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Group R Available Distribution Amount attributable to Mortgage Loans in Loan Group R-1 up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates; (B) to the Holders of Class A-1S Certificates, the Class ~~A-3~~ A-2S Certificates, the Class ~~A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ A-2SFL Regular Interest and the Class ~~X-B~~ A-3S Certificates, pro rata (based on their respective entitlements to interest) from the Group S Available Distribution Amount up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date; (C) to the Holders of the Class A-1A Certificates, in respect of interest, ~~concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ from the ~~portion of~~ Group R Available ~~Funds~~ Distribution Amount attributable to ~~the~~ Mortgage Loans in Loan Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, R-2 up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class~~Class of Certificates; ~~and~~ and (CD) (x) to the Holders of the Class X Certificates, in respect of interest, from the Group R Available Distribution Amount up to an amount equal to the Class X-~~A Certificates, Class X-BP Certificates~~ R Interest Distribution Amount and ~~Class X-B Certificates,~~ (y) from the Group S Available ~~Funds for such~~ Distribution ~~Date, without regard to Asset Groups,~~ Amount up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Class X-S Interest Distribution ~~Amount for such Classes~~Amount; provided, however, if on any Distribution ~~Date,~~ Date where the Group R Available ~~Funds are insufficient~~ Distribution Amount (or applicable portion of the Group R Available Distribution Amount) is not sufficient to ~~pay~~ make distributions in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class ~~A-BP Certificates~~A or Class X Certificates provided above, the Group R Available ~~Funds available~~ Distribution Amount for such Distribution Date ~~shall~~ will be allocated among ~~all those~~ the Class A and Class X Certificates, pro rata, in accordance with the respective amounts of Distributable Certificate Interest (or, in the case of the Class X Certificates, the Class X-R Interest Distribution Amount) in respect of such Classes ~~of Certificates up to~~ on such Distribution Date, in an amount equal ~~to, and pro rata in accordance with, the respective~~ to all Interest Distribution ~~Amount~~ Amounts in respect of each such Class for such ~~Classes of Certificates, without regard to Asset Groups~~Distribution Date. (ii) second, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-1S Certificates, Class A-2 Certificates, ~~the~~ Class A-2S Certificates, Class A-3 Certificates, ~~the~~ Class ~~A-4 Certificates, the~~ A-3S Certificates and Class ~~A-AB~~ A-1A Certificates and the Class ~~A-BP Certificates~~ A-2SFL Regular Interest, in reduction of the Certificate Balances thereof, concurrently: (IA)(1) ~~prior~~ first, to the ~~Cross-Over Date (a) to~~ Holders of the Class A-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ in an amount up equal to the Group 1 R-1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates ~~has been~~ is reduced to zero, the Group 2 R-2 Principal Distribution Amount for such Distribution Date remaining after payments ~~to the Class A-BP Certificates~~ specified in clause (C) below have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates ~~has been~~ is reduced to zero; , (32) ~~third~~then, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up equal to the Group ~~1 Principal Distribution Amount and (if applicable) the Group 2~~ R-1 Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clause (~~1) and (2~~A)(1) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group R-2 Principal Distribution Amount remaining after payments specified in clause (A)(1) above and clause (C) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates ~~has been~~ is reduced to ~~zero;~~ zero and (43) ~~fourth~~then, to ~~the~~ Holders of the Class A-3 Certificates, in an amount up equal to the Group ~~1 Principal Distribution Amount and (if applicable) the Group 2~~ R-1 Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (~~1), (2~~A)(1) and (3A)(2) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates is reduced to zero, the Group R-2 Principal Distribution Amount remaining after payments specified in clauses (A)(1) and (A)(2) above and clause (C) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates is reduced to zero; (B)(1) first, to the Holders of the Class A-1S Certificates, in an amount equal to the Group S Principal Distribution Amount for such Distribution Date, until the Certificate Balance of the Class A-1S Certificates is reduced to zero, (2) then, to the holders of the Class A-2S Certificates and the Class A-2SFL Regular Interest, pro rata, based on their outstanding Certificate Balances, in an amount equal to such holder's share of the Group S Principal Distribution Amount (or the portion of it remaining after payments specified in clause (B)(1) above have been made) for such Distribution Date, until the outstanding Certificate Balances of the Class A-2S Certificates and the Class A-2SFL Regular Interest are reduced to zero and (3) then, to the holders of the Class A-3S Certificates, in an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (B)(1) and (B)(2) above have been made) for such Distribution Date, until the outstanding Certificate Balance of the Class A-3S Certificates is reduced to zero, and (C) to the Class A-1A Certificates, in an amount equal to the Group R-2 Principal Distribution Amount and, after the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 R-1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ (A)(2) and ~~Class A-AB Certificates~~ (A)(3) above have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP A-1A Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-1S Certificates, Class A-2 Certificates, Class A-2S Certificates, Class A-3 Certificates Class A-3S Certificates and Class A-1A Certificates and the Class ~~A-3 Certificates~~A-2SFL Regular Interest, pro rata (based upon the ~~Class A-4 Certificates~~aggregate unreimbursed Collateral Support Deficit allocated to each such Class), until all amounts of Collateral Support Deficit previously allocated to such Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, concurrently, (i) to the Holders of the Class A-~~AB Certificates and the Class A-BP~~ M Certificates, ~~first~~ from the Group R Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such Classes ~~pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass~~A-~~Through Rate~~ M Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (ivii) ~~fourth,~~ to the Holders of the Class A-MS Certificates from the Group S ~~Certificates, in respect of interest~~Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of A-MS Certificates for such Distribution Date; (v) fifth, to the Holders of the Class A-M and Class A-MS Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balance of the Class A Certificates has been reduced to zero, to the Holders of the Class A-M Certificates, in reduction of their Certificate Balances, an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after distributions in respect of the Class A Certificates on such Distribution Date), until the Certificate Balance of the Class A-M Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class~~ A-AB S Certificates (other than the Class A-2SFL Certificates) and ~~Class A-BP Certificates~~ the A-2SFL Regular Interest have been reduced to zero, to the Holders of the Class A-~~S Certificates~~ MS Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Group S Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the ~~Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4,~~ Class A-AB S Certificates (other than the Class A-2SFL Certificates) and ~~Class A-BP Certificates have been made~~ the A-2SFL Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S MS Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S M and Class A-MS Certificates, ~~first~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (vii) seventh, concurrently, (i) to the Holders of the Class A-J Certificates and the Class A-JFL Regular Interest, pro rata (based on their respective entitlements to interest), from the Group R Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Classes of Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (~~vii~~ii) ~~seventh,~~ to the Holders of the Class ~~B Certificates, in respect of interest~~A-JS Certificates from the Group S Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of A-JS Certificates for such Distribution Date; (viii) eighth, to the Holders of the Class A-J and Class A-JS Certificates and the Class A-JFL Regular Interest, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balances of the Class A Certificates and Class A-M Certificates have been reduced to zero, to the Holders of the Class ~~B Certificates~~A-J Certificates and the Class A-JFL Regular Interest, pro rata, based on their outstanding Certificate Balances, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balances, ~~up to~~ an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates ~~have been made~~ and Class A-M Certificates on such Distribution Date) ), until the Certificate Balances of the Class A-J Certificates and the Class A-JFL Regular Interest have been reduced to zero, and (ii) after the outstanding Certificate Balances of the Class A-S Certificates (other than the Class A-2SFL Certificates) and Class A-MS Certificates and the A-2SFL Regular Interest have been reduced to zero, to the Holders of the Class A-JS Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates) and Class A-MS Certificates and the A-2SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class B A-JS Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class A-J and Class A-JS Certificates and the Class A-JFL Regular Interest, pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (x) tenth, concurrently, (i) to the Holders of the Class B ~~Certificates~~Certificates from the Group R Available Distribution Amount, ~~first~~ up to an amount equal to the aggregate Interest Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class B Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (xii) ~~tenth,~~ to the Holders of the Class ~~C Certificates, in respect of interest~~B-S Certificates from the Group S Available Distribution Amount, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of B-S Certificates for such Distribution Date; (xi) eleventh, to the Holders of the Class B and Class B-S Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balances of the Class A Certificates, Class A-M Certificates and Class A-J Certificates and the Class ~~B Certificates~~ A-JFL Regular Interest have been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates, Class A-M Certificates and Class A-J Certificates and the Class ~~B Certificates have been made~~ A-JFL Regular Interest on such Distribution Date) ), until the Certificate Balance of the Class C B Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balances of the Class A-S Certificates (other than the Class A-2SFL Certificates), Class A-MS Certificates and Class A-JS Certificates and the A-2SFL Regular Interest have been reduced to zero, to the Holders of the Class B-S Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates), Class A-MS Certificates and Class A-JS Certificates and the A-2SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class B-S Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B and Class B-S Certificates, ~~first~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of Collateral Support Deficit previously allocated to those Classes, but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, concurrently, (i) to the Holders of the Class C Certificates from the Group R Available Distribution Amount, up to an amount equal to the ~~unreimbursed Realized Losses previously allocated to~~ aggregate Interest Distribution Amount in respect of such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class C Certificates for such ~~Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~ Distribution Date, and (~~xiii~~ii) ~~thirteenth,~~ to the Holders of the Class D C-S Certificates ~~and Class X-D Certificates, in respect of interest~~from the Group S Available Distribution Amount, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of C-S Certificates for such Distribution Date; (xiv) fourteenth, to the Holders of the Class C and Class C-S Certificates, in reduction of the Certificate Balances thereof, concurrently: (i) after the outstanding Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and Class B Certificates and the Class ~~C Certificates~~ A-JFL Regular Interest have been reduced to zero, to the Holders of the Class D C Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Group R Principal Distribution Amount (or the portion thereof remaining after ~~any~~ distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and Class B Certificates and the Class A-JFL Regular Interest on such Distribution Date), until the Certificate Balance of the Class C Certificates has been reduced to zero, and (ii) after the outstanding Certificate Balances of the Class A-S Certificates (other than the Class A-2SFL Certificates), Class A-MS Certificates, Class A-JS Certificates and Class B-S Certificates and the A-2SFL Regular Interest have been ~~made~~ reduced to zero, to the Holders of the Class C-S Certificates, in reduction of their Certificate Balance, an amount equal to the Group S Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-S Certificates (other than the Class A-2SFL Certificates), Class A-MS Certificates, Class A-JS Certificates and Class B-S Certificates and the A-2SFL Regular Interest on such Distribution Date), until the outstanding Certificate Balance of the Class D C-S Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D C and Class C-S Certificates, ~~first up to an amount equal to~~ pro rata (based upon the aggregate unreimbursed Collateral Support Deficit allocated to that Class) until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~those Classes, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, concurrently, (i) to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tGroup R Ava

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp10), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp10)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular Interests~~Interests (other than the Class LP Uncertificated Interest), and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class ~~A-1~~▇-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 ~~Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class NR Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of ~~such Class~~ an anticipated distribution to DTC based on the receipt of ~~Certificates~~ payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date;, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (~~xxvi~~b) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t[Reserved]. (c) [R

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C18), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2013-C17)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to through and including the ~~extent of~~ Final Distribution Date, the Trustee shall, based on, among other things, information provided by the Master Servicer and, if applicable, the Special Servicer, withdraw from the Collection Account and apply the Available ~~Funds~~ Distribution Amount for such Distribution Date, such application to be made for the ~~Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of remaining available funds: first, ~~each priority before making any distribution with respect to any succeeding priority:~~ concurrently, (i) ~~first~~from that portion, ~~to the Holders~~ if any, of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date ~~and~~attributable to Loan Group No. 1, ~~after the Certificate Balance~~ to make distributions of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, interest to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class~~ A-AB and Class ~~A-BP~~ A-4 Certificates, pro rata as among such Classes of Certificateholders in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates ~~is reduced~~ on such Distribution Date, in an amount equal to ~~zero~~all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, ~~without regard~~ to the ~~Class A-AB Scheduled Principal Balance or Asset Groups;~~ extent not previously paid, for all prior Distribution Dates, if any, (~~iii~~ii) ~~third~~from that portion, if any, of the Available Distribution Amount for such Distribution Date that is attributable to Loan Group No. 2, to make distributions of interest to the Holders of the Class ~~A-1~~ A-1A Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to~~ in an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the entire Available Distribution Amount for such Distribution Date, distributions of interest to the Holders of the Class X-CL and Class X-CP Certificates, pro rata in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates on such Distribution Date, in an amount equal to all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Available Distribution Amount for the subject Distribution Date or the applicable portion thereof attributable to either Loan Group is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, pro rata as among such Classes of Certificateholders in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes of Certificates on such Distribution Date, up to an amount equal to all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; second, to make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates, in the following amounts and order of priority: (i) to the Holders of the Class A-1A Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire portion of the Adjusted Principal Distribution Amount for such Distribution Date attributable to Loan Group No. 2; (vii) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-~~S Certificates in reduction of the Certificate Balance thereof~~AB Certificates, up to an amount equal to the ~~Principal Distribution Amount~~ lesser of (or A) the ~~portion thereof remaining after any distributions in respect~~ excess, if any, of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate~~ Principal Balance of the Class A-S AB Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date, over the Class A-AB Planned Principal Balance for such Distribution Date, and (B) the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1A Certificates pursuant to subclause (i) of this clause second); (iii) to the Holders of the Class A-1 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (iv) to the Holders of the Class A-2 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (v) to the Holders of the Class A-3 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (vi) ~~sixth,~~ to the Holders of the Class A-S AB Certificates, ~~first~~ up to an amount ~~equal~~ (not to exceed the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders~~ Principal Balance of the Class ~~B Certificates~~A-AB Certificates outstanding immediately prior to such Distribution Date, in net of any distributions of principal made with respect to the Class A-AB Certificates on such Distribution Date pursuant to subclause (ii) of ~~interest~~this clause second), up to an amount equal to the ~~Interest~~ entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-AB Certificates and/or to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); (vii) to the Holders of the Class A-4 Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); and (viii) to the Holders of the Class A-1A Certificates, up to an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, net of any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to subclause (i) of this clause second), up to an amount equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1A Certificates and/or to the Holders of any other Class of Senior Class A Certificates pursuant to a prior subclause of this clause second); provided, however, that, notwithstanding the immediately preceding clauses (i) through (viii) of this clause second, on each Distribution Date coinciding with or following the Senior Class A Principal Distribution Cross-Over Date, and in any event on the Final Distribution Date, the Trustee shall, pursuant to this clause second, subject to remaining available funds, make distributions of principal to the Holders of the respective Classes of the Senior Class A Certificates, on a pro rata basis, in accordance with the respective Class Principal Balances of those Classes of Certificates outstanding immediately prior to such Distribution Date, until the Class Principal Balance of each such Class of Certificates has been reduced to zero (such distributions of principal to be made without regard to the Adjusted Principal Distribution Amount for such Distribution Date); third, to reimburse the Holders of the respective Classes of the Senior Class A Certificates, up to an amount equal to, and on a pro rata basis as among such Classes of Certificateholders in accordance with, the Loss Reimbursement Amount with respect to each such Class of Certificates for such Distribution Date; and fourth, to make distributions of interest to the Holders of the Class A-M Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution ~~Date; (viii) eighth~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; fifth, after the ~~Certificate~~ Class Principal Balances of the respective Classes of the Senior Class A Certificates have been reduced to zero, to make distributions of principal to the Holders of the Class B A-M Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of the ~~Certificate~~ Class A-M Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the respective Classes of the Senior Class A Certificates pursuant to clause second of this Section 4.01(a)); provided, however, that, on the Final Distribution Date, the Trustee shall, pursuant to this clause fifth, subject to remaining available funds, make distributions of principal to the Holders of the Class A-M Certificates, until the Class Principal Balance ~~thereof~~of such Class of Certificates is reduced to zero; sixth, to reimburse the Holders of the Class A-M Certificates, up to an amount equal to the ~~Principal Distribution~~ Loss Reimbursement Amount ~~(or the portion thereof remaining after any distributions in~~ with respect to such Class of ~~the Class A~~ Certificates ~~have been made on~~ for such Distribution Date~~) until the Certificate Balance~~ ; seventh, to make distributions of ~~the Class B Certificates has been reduced to zero; (ix) ninth,~~ interest to the Holders of the Class B A-J Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date; (xi) eleventh~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; eighth, after the ~~Certificate Balances~~ Class Principal Balance of the Class A A-M Certificates ~~and the Class B Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~C Certificates in reduction~~ A-J Certificates, up to an amount (not to exceed the Class Principal Balance of the ~~Certificate~~ Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Adjusted Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the respective Classes of the Senior Class A Certificates pursuant to clause second of this Section 4.01(a) and/or to the Holders of the Class A-M Certificates pursuant to clause fifth of this Section 4.01(a)); provided, however, that, on the Final Distribution Date, the Trustee shall, pursuant to this clause eighth, subject to remaining available funds, make distributions of principal to the Holders of the Class A-J Certificates, until the Class Principal Balance ~~thereof~~of such Class of Certificates is reduced to zero; ninth, to reimburse the Holders of the Class A-J Certificates, up to an amount equal to the ~~Principal Distribution~~ Loss Reimbursement Amount ~~(or the portion thereof remaining after any distributions in~~ with respect to such Class of ~~the Class A~~ Certificates ~~and the Class B Certificates have been made on~~ for such Distribution Date~~) until the Certificate Balance of the Class C Certificates has been reduced~~ ; and tenth, to ~~zero; (xii) twelfth,~~ make distributions to the Holders of the remaining Classes of the Regular Interest Certificates as provided in Section 4.01(b). All distributions of interest, if any, made with respect to either the Class C X-CL Certificates or the Class X-CP Certificates on any Distribution Date, pursuant to this Section 4.01(a), shall be made, and shall be deemed to have been made, in respect of the various REMIC III Components of the subject Class of Interest-Only Certificates, ~~first up to an amount equal~~ pro rata in accordance with the respective amounts of Distributable Component Interest in respect of such REMIC III Components for such Distribution Date and, to the ~~unreimbursed Realized Losses~~ extent not previously ~~allocated~~ deemed paid pursuant to ~~such Class~~this paragraph, ~~then interest~~ for all prior Distribution Dates, if any. (b) On each Distribution Date, through and including the Final Distribution Date, after making the distributions with respect to the Senior Certificates, the Class A-M Certificates and the Class A-J Certificates provided for in Section 4.01(a), the Trustee shall, based on ~~that amount at~~ information provided by the ~~Pass-Through Rate~~ Master Servicer and, if applicable, the Special Servicer, apply the remaining portion, if any, of the Available Distribution Amount for such ~~Class compounded monthly from~~ Distribution to make the ~~date~~ distributions described in the ~~related Realized Loss was allocated to such Class; (xiii) thirteenth,~~ next paragraph to the Holders of the various Classes of the Class D B Through T Certificates, such distributions to be made sequentially among such Classes of Certificateholders in the alphabetic order of the Class designations of their respective Certificates (beginning with the Class B Certificates and ending with the Class ~~X-D~~ T Certificates), in each case to the extent of the Remaining Available Distribution Amount with respect to the subject Class of Certificates for such Distribution Date. On each Distribution Date, through and including the Final Distribution Date, the Holders of each Class of the Class B Through T Certificates will be entitled to receive, subject to the Remaining Available Distribution Amount with respect to such Class of Certificates for such Distribution Date, the following distributions in the following order of priority, in each case to the extent of the remaining available funds: first, distributions of interest, up to an amount equal to all Distributable Certificate Interest with respect to the subject Class of Certificates for such Distribution Date and, to the extent not previously received, for all prior Distribution Dates, if any; second, distributions of principal, up to an amount (not to exceed the Class Principal Balance of the subject Class of Certificates outstanding immediately prior to such Distribution Date) equal to the Remaining Adjusted Principal Distribution Amount with respect to the subject Class of Certificates for such Distribution Date (or, if such Distribution Date is the Final Distribution Date, then up to an amount equal to the entire Class Principal Balance of the subject Class of Certificates immediately prior to, and ~~pro rata~~ without regard to the Remaining Adjusted Principal Distribution Amount with respect to the subject Class of Certificates for, such Distribution Date); and third, reimbursements of any and all reductions made in ~~accordance with~~the Class Principal Balance of the subject Class of Certificates pursuant to Section 4.04(a), up to an amount equal to the ~~respective Interest Distribution Amounts in~~ Loss Reimbursement Amount with respect ~~of such~~ to the subject Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C5), Pooling and Servicing Agreement (LB-UBS Commercial Mortgage Trust 2005-C5)

Distributions. (a) ~~[Reserved] (b) On~~ Subject to Section 5.11(c), on each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds and Principal Funds for each Loan Group for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class I-A-1 ~~Certificates, the~~ Certificates and Class I-A-2 Certificates, the ~~Class A-3 Certificates~~Current Interest and then any Interest Carry Forward Amount for each such Class, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and on a pro rata ~~in accordance with~~basis, based on the ~~respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion~~ entitlement of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for~~ each such Class; and (Cii) Loan Group II, to the Class XII-A Certificates, ~~Class X-BP Certificates~~ the Current Interest and ~~Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective~~ then any Interest ~~Distribution~~ Carry Forward Amount for such Classes~~; provided~~, ~~however~~on a pro rata basis, if based on ~~any Distribution Date,~~ the ~~Available~~ entitlement of each such class; (B) From Interest Funds ~~are insufficient to pay~~ in ~~full the total amount of interest to be paid to any of the Classes of Certificates described in this clause~~ respect of: (i~~), or the portion of Available Funds attributed to Asset~~ ) Loan Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~II-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 A Certificates, the ~~Class A-2 Certificates~~remaining Current Interest, ~~the Class A-3 Certificates~~if any, ~~the Class A-4 Certificates, the Class A-AB Certificates~~ and the ~~Class A-BP Certificates~~remaining Interest Carry Forward Amount, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class)if any, ~~then interest on that amount at the Pass-Through Rate~~ for ~~such Class compounded monthly from the date the related Realized Loss was allocated to~~ such Class; (ivii) ~~fourth~~Loan Group II, to the ~~Holders of the~~ Class AI-S A-1 Certificates and Class I-A-2 Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Classes, on a pro rata basis, based on the entitlement of each such Class; (C) From remaining Interest Funds in respect of ~~interest~~both Loan Groups, up sequentially to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-3, Class ~~A-4~~M-4, Class ~~A-AB~~ M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates, in that order, the Current Interest for each such Class. Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount shall be the Extra Principal Distribution Amount and shall be included as part of the Principal Distribution Amount. Any Remaining Excess Spread together with any Overcollateralization Release Amount shall be applied as Excess Cashflow and distributed pursuant to clauses (4)(A) through (H) below. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated to the Certificates as set forth in the definition of “Current Interest” herein and Section 1.02. (2) On each Distribution Date, the Principal Distribution Amount shall be distributed in the following manner and order of priority: (A~~-BP Certificates have been made~~ ) For each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date) , sequentially, to the Class I-A-1 Certificates and Class I-A-2 Certificates, in that order, in each case until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class AII-~~S Certificates has been~~ A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class ~~A-S~~ M-5 Certificates, ~~first up to an amount equal to the aggregate~~ from any remaining Principal Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ both Loan Groups for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount in respect of ~~such Class of Certificates~~ both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ M-7 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions~~ in respect of ~~the Class A Certificates have been made on~~ both Loan Groups for such Distribution Date) , until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class M-8 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (x) To the Class M-9 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) From the Group I Principal Distribution Amount for such Distribution Date, sequentially, to the Class I-A-1 Certificates and Class I-A-2 Certificates, in that order, the Class I-A Principal Distribution Amount for such Distribution Date, in each case until the Certificate Principal Balance thereof is reduced to zero; and (2) From the Group II Principal Distribution Amount for such Distribution Date, to the Class II-A Certificates, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class M-7 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class M-8 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-8 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (x) To the Class M-9 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-9 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the applicable Principal Distribution Amount or the applicable Class A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated to the remaining groups of Class A Certificates in the same manner and order of priority described above; and (4) Any Excess Cashflow shall be distributed in the following manner and order of priority: (A) To the Class A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, on a pro rata basis, in accordance with the Interest Carry Forward Amount due with respect to each such Class, to the extent not fully paid pursuant to clause (1) (A) above and Section 5.11(d) and (b) second, any Unpaid Realized Loss Amount for such Classes for such Distribution Date, on a pro rata basis, in accordance with the Applied Realized Loss Amount allocated to each such Class; (B) From any remaining Excess Cashflow, sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates, in that order, an amount equal to the Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 5.11(d); (C) From any remaining Excess Cashflow otherwise distributable to the Class CE Interest and the Class CE Certificates, to the Reserve Fund, (i) first, to pay to each Class of Class A Certificates, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class to the extent not paid pursuant to Section 5.11(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (D) From any remaining Excess Cashflow otherwise distributable to the Class CE Interest and the Class CE Certificates, to the Reserve Fund, (i) first, to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not paid pursuant to Section 5.11(d) and to the extent such amount exceeds the amounts then on deposit in the Reserve Fund, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (E) From any remaining Excess Cashflow, to the Class A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8 and Class M-9 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such Classes of Certificates, to the extent not previously reimbursed; (F) From any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund (other than to the extent already paid by the Swap Administrator from any upfront payment received pursuant to any replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); (G) From any remaining Excess Cashflow, to the Class CE Interest and Class CE Certificates, an amount equal to the Class CE Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) From any remaining Excess Cashflow, to each of the Class R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts with respect to Prepayment Charges shall be distributed to the Holders of the Class B P Interest and the Class P Certificates, ~~first up to an~~ provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule, any amount ~~equal to~~ on deposit in the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth,~~ P Certificate Account will be distributed to the Holders of the Class ~~C Certificates, in respect of interest, up to an amount equal to the~~ P Interest ~~Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates~~ and the Class ~~B Certificates have been reduced to zero, to the Holders of the Class C~~ P Certificates in reduction of the Certificate Principal Balance thereof. In addition, ~~up to an amount equal to~~ notwithstanding the foregoing, on any Distribution Date after the Distribution Date on which the Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect~~ Balance of ~~the~~ a Class of Class A Certificates ~~and the~~ or Class ~~B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C~~ M Certificates has been reduced to zero; , that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. In addition, notwithstanding the foregoing clause (~~xii) twelfth~~a)(2), to the ~~Holders~~ extent a Class IO Distribution Amount is payable from principal collections, Principal Distribution Amounts will be deemed paid to the most subordinate Class of Regular Certificates (other than the Class P Certificates), until the Certificate Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 5.11(f). (b) In addition to the foregoing distributions, with respect to any Subsequent Recoveries, the Company shall deposit such funds into the Protected Account pursuant to Section 5.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~C Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the unreimbursed~~ of Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 6.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such~~ any Class of Certificates ~~for~~ currently exists as the result of a prior allocation of a Realized Loss, such ~~Distribution Date; (xiv) fourteenth, after~~ Subsequent Recoveries will be applied as Excess Spread. The amount of any remaining Subsequent Recoveries will be applied to increase the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D of Certificates ~~has been reduced to zero; (xv) fifteenth~~with the next highest payment priority, up to the ~~Holders~~ amount of ~~the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed~~ such Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 6.05, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the~~ and so on. Holders of ~~the Class E-RR Certificates,~~ such Certificates will not be entitled to any payment in respect of ~~interest, up~~ Current Interest on the amount of such increases for any Accrual Period preceding the Distribution Date on which such increase occurs. Any such increases shall be applied to ~~an amount equal to,~~ the ~~Interest Distribution Amount in respect~~ Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) Subject to Section 11.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such Holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 11.02 hereof respecting the final distribution, distributions with respect to Certificates ~~for~~ registered in the name of a Depository shall be made to such Depository in immediately available funds. (d) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date~~; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates~~, the ~~Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero,~~ Master Servicer shall deliver a report to the ~~Holders of the Class E-RR Certificates,~~ Trustee in ~~reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount~~ electronic form (or by such other means as the ~~portion thereof remaining after any distributions in respect of~~ Master Servicer and the ~~Class A Certificates~~Trustee may agree from time to time) containing such data and information, as agreed to by the ~~Class B Certificates,~~ Master Servicer and the ~~Class C Certificates and Class D Certificates have been made on~~ Trustee such ~~Distribution Date), until~~ as to permit the ~~outstanding Certificate Balance of~~ Trustee to prepare the ~~Class E-RR Certificates has been reduced~~ Monthly Statement to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tCertificate

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He6), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He6)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular Interests~~Interests (other than the Class LP Uncertificated Interest), and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B C Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class ~~A-1~~A-▇, ~~Class A-2~~▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 ~~Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates in respect of the Class UR Interest, the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) [Reserved] (c) [Reserved] (d) On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the Class LP Uncertificated Interest) shall be deemed to receive distributions in respect of principal or reimbursement of Collateral Support Deficit in an amount equal to the amount of principal or reimbursement of Collateral Support Deficit actually distributable to the holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(e), 4.01(g) and 4.01(k) such that at all times the Lower-Tier Principal Amount of each Class of Uncertificated Lower-Tier Interests (other than the Class LP Uncertificated Interest) is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the Class LP Uncertificated Interest) shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates plus a pro rata portion of the Interest Distribution Amount in respect of (i) in the case of the Class LA1, Class LA2, Class LA3, Class LA4, Class LASB and Class LAS Uncertificated Lower-Tier Interests, the Class X-A Certificates and (ii) in the case of the Class LE, Class LF, Class LG and Class LNR Uncertificated Interests, the Class X-C Certificates, in each case, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-Through Rate of the Related Certificates and a notional amount equal to its related Lower-Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Certificate Administrator by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest (other than the Class LP Uncertificated Interest) shall equal the Certificate Balance of the Related Certificates with respect thereto, as adjusted for the allocation of Collateral Support Deficits, as provided in Sections 4.04(b) and 4.04(c), of Certificate Deferred In

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2014-C18), Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2013-C14)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates the Class~~ A-~~AB Certificates, the Class A-BP~~ SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; and (5) fifth, to the Holders of the Class ~~A-4~~ A-SB Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class ~~A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class~~ A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 ~~Certificates, the Class A-4 Certificates, the Class A-AB~~ Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 ~~Certificates, Class A-4 Certificates, Class A-AB~~ Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇~~A-1, Class ~~A-3~~A-2, Class ~~A-4, Class A-AB~~ A-3 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates, the amount, if any, of the Available Distribution Amount remaining in the Lower-Tier REMIC Distribution Account and Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Paying Agent has reported the amount of an anticipated distribution to DTC based on the receipt of payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date, the Master Servicer shall promptly notify the Paying Agent and the Paying Agent will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Paying Agent shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. (b) On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of principal or reimbursement of Collateral Support Deficit in an amount equal to the amount of principal or reimbursement of Collateral Support Deficit actually distributable to the holders of the respective Related Certificates as provided in Sections 4.01(a), 4.01(c), 4.01(e) and 4.01(h) such that at all times the Lower-Tier Principal Amount of each Class of Uncertificated Lower-Tier Interests is equal to the Certificate Balance of the Class of Related Certificates. On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of interest in an amount equal to the Interest Distribution Amount in respect of its Related Certificates plus a pro rata portion of the Interest Distribution Amount in respect of (i) in the case of the Class LA1, Class LA2, Class LA3 and Class LASB Uncertificated Lower-Tier Interests, the Class X-A Certificates and (ii) in the case of the Class LAS, Class LB, Class LC, Class LD, Class LE, Class LF, Class LG and Class LNR Uncertificated Interests, the Class X-B Certificates, computed based on an interest rate equal to the excess of the Weighted Average Net Mortgage Rate over the Pass-Through Rate of the Related Certificates and a notional amount equal to its related Lower-Tier Principal Amount, in each case to the extent actually distributable thereon as provided in Section 4.01(a). Amounts distributable pursuant to this paragraph are referred to herein collectively as the “Lower-Tier Distribution Amount”, and shall be made by the Paying Agent by deeming such Lower-Tier Distribution Amount to be withdrawn from the Lower-Tier REMIC Distribution Account to be deposited in the Upper-Tier REMIC Distribution Account. As of any date, the principal balance of each Uncertificated Lower-Tier Interest shall equal the Certificate Balance of the Related Certificates with respect thereto, as adjusted for the allocation of Collateral Support Deficits, as provided in Sections 4.04(b) and 4.04(c), of Certificate Deferred Interest as provided in Section 4.06. The initial principal balance of each Uncertificated Lower-Tier Interest shall equal the respective Original Lower-Tier Principal Amount. The pass through rate with respect to each Uncertificated Lower-Tier Interest shall be the rate per annum set forth in the Preliminary Statement hereto. Any amount that remains in the Lower-Tier REMIC Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Yield Maintenance Charges pursuant to Section 4.01(d)(iii) shall be distributed to the Holders of the Class R Certificates in respect of the Class LR Interest (but only to the extent of the Available Distribution Amount for such Distribution Date remaining in the Lower-Tier REMIC Distribution Account, if any). (c) On and after the Distribution Date on which the Certificate Balances of the Subordinate Certificates have all been reduced to zero, any amounts representing reimbursements of Collateral Support Deficits previously allocated to such Classes, if available, will be distributed to the Senior Certificates pro rata based on their respective Certificate Balances. (1) On each Distribution Date, Yield Maintenance Charges payable with respect to the Mortgage Loans calculated by reference to a U.S. treasury rate collected during the related Due Period will be distributed by the Paying Agent to the Holders of each Class of Regular Certifi

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2011-C5), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2011-C5)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account (subject to the provisions of the penultimate paragraph of Section 3.04(b) with respect to the Class A-2FL Net Swap Payment) in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests (other than the Uncertificated Class HG Lower-Tier Interests), and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class A-2FL Regular Interest, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates and the Class A-AB SB Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes for such Distribution Date, (B) to the Holders of the Class ~~A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B~~ A-1A Certificates, in respect of interest, ~~concurrently, as follows:~~ from the Loan Group 2 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class for such Distribution Date and (AC) to the Holders of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ X-1 Certificates and the Class ~~A-AB Certificates~~X-2 Certiticates, ~~from the portion~~ pro rata, in respect of ~~Available Funds attributable~~ interest up to an amount equal to the ~~Group 1 Assets~~ Interest Distribution Amount payable in respect of such Classes of Certificates for such Distribution Date; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Interest Distribution Amount provided above, payable in respect of any Class A Certificates or Class X Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Class A Certificates and the Class X Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2FL Regular Interest, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB SB Certificates and the Class ~~A-BP Certificates~~ A-1A Certificates, in reduction of the Certificate Balances thereof, concurrently: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1A)(1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount~~and, ~~until~~ after the outstanding Certificate Balance of the Class ~~A-AB~~ A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after the payments specified in clause (B) below have been made on such Distribution Date, until the Certificate Balance of the Class A-SB Certificates is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and~~ (~~if applicable~~or a portion of it remaining after payments specified in clause (A)(1) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclause~~ clause (1A)(1) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class ~~A-2 Certificates~~ A-2FL Regular Interest in an amount up to the Loan Group 1 Principal Distribution Amount (or a portion of it remaining after payments specified in clauses (A)(1) and (~~if applicable~~2) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1) and (2) above and clause (B) below have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-2FL Regular Interest has been reduced to zero; (4) fourth, to the Holders of the Class A-2 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount (or a portion of it remaining after payments as specified in clauses (A)(1), (2) and (3) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2) and (3) above and clause (B) below have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (45) ~~fourth~~fifth, to the Holders of the Class A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount (or a portion of it remaining after payments as specified in clauses (A)(1), (2), (3) and (~~if applicable~~4) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3) and (34) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (56) ~~fifth~~sixth, to the Holders of the Class A-4 Certificates, in an amount up to the Loan Group 1 ~~Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (45) ~~above have been made on such Distribution Date)~~above) and, ~~until~~ after the outstanding Certificate Balance of the Class ~~A-4~~ A-1A Certificates has been reduced to zero~~; and (6) sixth~~, to the ~~Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the~~ Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (5) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class A-4 Certificates has been reduced to zero; (7) seventh, to the Holders of the Class A-AB SB Certificates, ~~without regard~~ in an amount up to the Loan Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (A)(1), (2), (3), (4), (5), and (6) above) and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2), (3), (4), (5) and (6) above and (B) below have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-~~AB Scheduled Principal Balance,~~ SB Certificates has been reduced to zero; and (bB) to the Holders of the Class ~~A-BP~~ A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount ~~for such Distribution Date~~ and, after the outstanding Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class~~ A-4 ~~Certificates~~ and Class A-AB SB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates~~(2), ~~Class A-3 Certificates~~(3), ~~Class A-4 Certificates~~ (4), (5), (6) and ~~Class A-AB Certificates~~ (7) above have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2FL Regular Interest, Class A-2 Certificates, ~~the~~ Class A-3 Certificates, ~~the~~ Class A-4 Certificates, ~~the~~ Class A-AB SB Certificates and ~~the~~ Class ~~A-BP~~ A-1A Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S M Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1~~ A Certificates (other than the Class A-2FL Certificates, ) and the Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates~~ A-2FL Regular Interest have been reduced to zero, to the Holders of the Class A-~~S Certificates~~ M Certificates, in reduction of the Certificate ~~Balance~~ Balances thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate ~~Balance~~ Balances of the Class A-S M Certificates ~~has been~~ have reduced to zero; (vi) sixth, to the Holders of the Class A-S M Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-M Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B A-J Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution ~~Amount~~ Amounts in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest and the Class A-M Certificates have been reduced to zero, to the Holders of the Class ~~B Certificates,~~ A-J Certificates in reduction of the Certificate ~~Balance~~ Balances thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ and the Class A-M Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class B A-J Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B A-J Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-J Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of ~~the~~ Class C B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution ~~Amount~~ Amounts in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest, the Class A-M Certificates and the Class B A-J Certificates have been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates and the Class B A-J Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C B Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~as applicable, but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class ~~D Certificates and Class X-D~~ C Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest, the Class A-M Certificates, the Class A-J Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and the Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest, the Class A-M Certificates, the Class A-J Certificates, the Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, the Class A-J Certificates, Class B Certificates and the Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ D Certificates, ~~in respect of interest~~but not previously reimbursed, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been ~~reduced to zero, to the Holders of the Class E-RR Certificates,~~ reimbursed in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classfull; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest, the Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates,~~ Certificates and the Class D ~~Certificates and Class E-RR~~ Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates,~~ Certificates and the Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates (other than the Class A-2FL Certificates), the Class A-2FL Regular Interest, the Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ F Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR~~ G Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the ~~Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t~~aggregate Interest Distrib

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (JPMorgan Chase Commercial Mortgage Securities Corp. Series 2005-Ldp5), Pooling and Servicing Agreement (JPMorgan Chase Commercial Mortgage Securities Corp. Series 2005-Ldp5)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A ~~Certificates, the Class X-BP~~ Certificates and the Class X-B Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)Amount, until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1~~ Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date)Amount, until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b7) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution DateAmount, until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each Class of ~~the~~ Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates have been reduced to zero, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero (and, with respect to exchanged portions of the Class A-S Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (vi) sixth, to the Holders of the Class A-S Certificates (and, with respect to exchanged portions of the Class A-S Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass~~Class A-~~Through Rate for such~~ S Certificates, passed through to the Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~EC Certificates), but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero (and, with respect to exchanged portions of the Class B Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (ix) ninth, to the Holders of the Class B Certificates (and, with respect to exchanged portions of the Class B Certificates, ~~first up to an amount equal~~ passed through to the ~~aggregate~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ B Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and ~~the~~ Class B Certificates (including any portion that has been exchanged and converted to Class EC Certificates) have been reduced to zero, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, passed through to the Class EC Distribution Account for distribution to the Class EC Certificates), in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and ~~the~~ Class B Certificates ~~have~~ (including any portion that has been ~~made~~ exchanged and converted to Class EC Certificates) on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero (and, with respect to exchanged portions of the Class C Certificates, such passed through amounts shall reduce the outstanding Certificate Balance of the Class EC Certificates until reduced to zero); (xii) twelfth, to the Holders of the Class C Certificates (and, with respect to exchanged portions of the Class C Certificates, ~~first up to an amount equal~~ passed through to the ~~unreimbursed Realized Losses~~ Class EC Distribution Account for distribution to the Class EC Certificates), until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates (and, ~~then interest on that amount at~~ with respect to exchanged portions of the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ C Certificates, passed through to the ~~date the related Realized Loss was allocated to such Class~~Class EC Certificates), but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates ~~have been made~~ (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates) and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates, ) and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (~~xxi~~xviii) ~~twenty-first~~eighteenth, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxii~~xix) ~~twenty-second~~nineteenth, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~xxiii~~xx) ~~twenty-third~~twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class GF Certificates has been reduced to zero; (xxi) twenty-RR first, to the Holders of the Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class F Certificates, but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class G Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to the Holders of the Class G Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ NR Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (and, if any exchange for the Class EC Certificates has occurred, the Class EC Certificates), Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class NR Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class NR Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class NR Certificates, but not previously reimbursed, have been reimbursed in full; and (xxviii) twenty-eighth, to the Holders of the Class R Certificates in respect of the Class UR Interest, the amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribu

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-Lc9), Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2012-Lc9)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Trustee shall withdraw an amount equal to the Available Distribution Amount from the Collection Account and make distributions thereof as described below (to the extent of the Available ~~Funds for such~~ Distribution ~~Date~~Amount) to Holders of the Certificates in the following order of priority: I. from the Available Distribution Amount in the following order of priority: (i) to the Class A Certificates, the ~~Certificate Administrator shall be deemed to transfer~~ Current Interest plus the ~~Lower-Tier Distribution~~ Interest Carry Forward Amount ~~from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d)~~ with respect to each Class of ~~Lower-Tier Regular Interests~~Class A Certificates without any priority among such Class A Certificates; provided, ~~and immediately thereafter, shall~~ that if amount available is not sufficient to make ~~distributions thereof from the Upper-Tier REMIC Distribution Account in the following order~~ a full distribution of ~~priority, satisfying in full, to the extent required and possible, each priority before making any distribution~~ interest with respect to ~~any succeeding priority: (i) first, to the Holders~~ all Classes of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-~~A Certificates, the amount available will be distributed among the outstanding Classes of Class ~~X-BP~~ A Certificates pro rata based on the aggregate amount of interest due on each such Class, and the ~~Class X-B Certificates, in respect~~ amount of the shortfall will be carried forward with accrued interest~~, concurrently, as follows:~~; (Aii) to the Class ~~A-1~~ M-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ the ~~portion of Available Funds attributable~~ Current Interest plus the Interest Carry Forward Amount with respect to the ~~Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~Class M-1 Certificates; and (Biii) to the Class ~~A-BP Certificate~~M-2 Certificates, ~~from~~ the ~~portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to~~ Current Interest plus the Interest ~~Distribution~~ Carry Forward Amount ~~for such Class; and (C)~~ with respect to the Class ~~X-A~~ M-2 Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over II. On each Distribution Date (a) to before the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution related Stepdown Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) with respect to ~~the Class A-BP Certificates,~~ which a Trigger Event is in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zeroeffect, the ~~Group 1 Principal Distribution Amount remaining after payments~~ Certificates will be entitled to ~~the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance~~ receive distributions of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal principal up to the Principal Distribution Amount for such Distribution Date, ~~until~~ to the ~~Certificate Balance of each~~ extent of the ~~Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced~~ remaining funds in the Collection Account after the distributions of interest have been made pursuant to ~~zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups;~~ paragraph (a)I.(i) through (iii) ~~third~~above, in the amounts set forth below and in the following order of priority: (i) to ~~the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates,~~ the Class A-4 Certificates, the Class ~~A-AB Certificates~~ A-4 Lockout Distribution Amount, and then sequentially to each Class of the Class ~~A-BP~~ A Certificates, ~~first up to an amount equal to~~ in the ~~aggregate~~ order of ~~unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon~~ their numerical class designation until the ~~aggregate unreimbursed Realized Losses previously allocated to~~ Certificate Principal Balance of each such ~~Class)~~Class of Class A Certificates has been reduced to zero; provided, ~~then interest~~ that if on ~~that amount at~~ any Distribution Date the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth~~A-3 Certificate Principal Balance is zero, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, ~~Class A-AB Certificates and Class A-BP Certificates have been reduced to zero,~~ without regard to the ~~Holders of the~~ Class ~~A-S Certificates in reduction of~~ A-4 Lockout Distribution Amount, until the Certificate Principal Balance ~~thereof, up to an amount equal to the Principal Distribution Amount (or the portion~~ thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (viii) ~~sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to~~ after the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate ~~Balances~~ Principal Balance of the Class A Certificates ~~have~~ has been reduced to zero, to the ~~Holders of~~ Class M-1 Certificates, until the Class ~~B Certificates, in reduction of the~~ M-1 Certificate Principal Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ixiii) ~~ninth, to the Holders of the Class B Certificates, first up to an amount equal to~~ after the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate ~~Balances~~ Principal Balance of the Class A Certificates and the Class B M-1 Certificates ~~have~~ has been reduced to zero, to the ~~Holders of~~ Class M-2 Certificates, until the Class C M-2 Certificate Principal Balance has been reduced to zero; and (iv) any remaining Available Distribution Amount to the Class R Certificates; provided, however, that on any Distribution Date on which the Additional Principal Distribution Amount is distributable pursuant to Section 10.01(d), any remaining amount shall instead be distributed to the Class M-1 and Class M-2 Certificates in reduction of the applicable Class or Classes' Certificate ~~Balance thereof~~Principal Balance. III. On each Distribution Date (a) on or after the related Stepdown Date and (b) as long as a Trigger Event is not in effect, the Certificates will be entitled to receive distributions of principal up ~~to an amount equal~~ to the Principal Distribution Amount for such Distribution Date, to the extent of the remaining funds in the Collection Account after the distributions of interest have been made pursuant to paragraph (or a)I.(i) through (iii) above, in the ~~portion thereof remaining after any distributions~~ amounts set forth below and in ~~respect~~ the following order of priority: (i) to the Class A Certificates, the Class A Principal Distribution Amount shall be distributed as follows: first, to the Class A-4 Certificates, the Class A-4 Lockout Distribution Amount, and then sequentially to each Class of the Class A ~~Certificates and~~ Certificates, in the ~~Class B Certificates have been made on such Distribution Date)~~ order of their numerical class designation until the Certificate Principal Balance of each such Class of Class A Certificates has been reduced to zero; provided, that if on any Distribution Date the Class ~~C Certificates~~ A-3 Certificate Principal Balance is zero, to the Class A-4 Certificates, without regard to the Class A-4 Lockout Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (~~xii~~ii) ~~twelfth,~~ to the ~~Holders of~~ Class M-1 Certificates, the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the M-1 Principal Distribution ~~Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date)~~Amount, until the ~~outstanding~~ Class M-1 Certificate Principal Balance ~~of the Class D Certificates~~ has been reduced to zero; (xviii) ~~fifteenth,~~ to the ~~Holders of the~~ Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A M-2 Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the M-2 Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date)Amount, until the ~~outstanding~~ Class M-2 Certificate Principal Balance ~~of the Class E-RR Certificates~~ has been reduced to zero;; and (~~xviii~~iv) ~~eighteenth,~~ any remaining Available Distribution Amount to the ~~Holders of~~ Class R Certificates; provided, however, that on any Distribution Date on which the Additional Principal Distribution Amount is distributable pursuant to Section 10.01(d), any remaining amount shall instead be distributed to the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates M-1 and Class ~~E-RR~~ M-2 Certificates ~~have been reduced to zero, to the Holders of the Class F-RR Certificates,~~ in reduction of the applicable Class or Classes' Certificate ~~Balance thereof, an amount equal to the~~ Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tBalance.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (HFC Revolving Corp), Pooling and Servicing Agreement (Compass Asset Acceptance Co)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Group I Pool Distribution Amount and Group II Pool Distribution Amount will be applied in the following amounts, to the extent the Group I Pool Distribution Amount and the Group II Pool Distribution Amount are sufficient therefor, in the manner and in the order of priority as follows, subject to adjustment in accordance with Section 4.01(b)(v) below: (i) with respect to the Group I-A Certificates and Group II-A Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, as follows: first, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group I-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class I-A-4 Certificates pursuant to this provision will instead be distributed in reduction of the ~~Available Funds~~ Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group II-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Class I-A-4 Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates (other than the Class I-A-PO Certificates) and the Class I-A-PO Certificates, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) to the Classes of Group I-A Certificates (other than the Class I-A-PO Certificates), in an aggregate amount up to the Group I-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and (2) to the Class I-A-PO Certificates in an amount up to the Class I-A-PO Optimal Principal Amount; or (B) concurrently, to the Group II-A Certificates (other than the Class II-A-PO Certificates) and the Class II-A-PO Certificates, pro rata, based on their respective Group II-A Non-PO Optimal Principal Amount and Class II-A-PO Optimal Principal Amount, (1) to the Classes of Group II-A Certificates (other than the Class II-A-PO Certificates), in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) to the Class II-A-PO Certificates in an amount up to the Class II-A-PO Optimal Principal Amount; fourth, (A) to the Class I-A-PO Certificates in an amount up to the Class I-A-PO Deferred Amount from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; or (B) to the Class II-A-PO Certificates in an amount up to the Class II-A-PO Deferred Amount from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; (ii) to the Class B Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, subject to Section 4.01(b)(iii), as follows: first, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; second, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; third, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; fourth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; fifth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; sixth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; seventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; eighth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; ninth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; tenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eleventh, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; twelfth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; thirteenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; fourteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; fifteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; sixteenth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; seventeenth, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; eighteenth, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; and nineteenth, to the Holder of the Class II-A-R Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance of any Class has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding Principal Balances. On each Distribution Date, any Reimbursement Amount shall be distributed sequentially to the Classes of Class A Certificates of the related Group and Class B Certificates then outstanding which bore the loss to which such Reimbursement Amount relates beginning with the most senior of such Class of Class A Certificates of such Group and Class B Certificates, up to, with respect to each Class, the amount of loss borne by such Class. Any Reimbursement Amount remaining after the application described in the preceding sentence shall be included in the Group I Pool Distribution Amount or Group II Pool Distribution Amount, as applicable. (b) (i) Group I-A Certificates I. On each Distribution Date occurring prior to the Accretion Termination Date, the Accrual Distribution Amount will be distributed, sequentially, as follows: first, to the Class I-A-3 Certificates up to the Reduction Amount for such Distribution Date; and second, to the Class I-A-4 Certificates. II. On each Distribution Date occurring prior to the Subordination Depletion Date, the Group I-A Non-PO Principal Distribution Amount will be allocated among and distributed in reduction of the Principal Balances of the Group I-A Certificates (other than the Class I-A-PO Certificates), sequentially, as follows: first, concurrently, up to the PAC Principal Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(das follows: (A) ~~with respect to each Class of Lower-Tier Regular Interests~~97.7493102725%, ~~and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full~~sequentially, to the ~~extent required~~ Class I-A-1, Class I-A-2 and ~~possible, each priority before making any distribution with respect to any succeeding priority:~~Class I-A-5 Certificates; and (iB) ~~first~~2.2506897275% to the Class I-A-6 Certificates; second, to the ~~Holders of~~ Class I-A-3 Certificates up to the Reduction Amount for such Distribution Date; third, sequentially, to the Class ~~A-1 Certificates, the~~ I-A-4 and Class ~~A-2 Certificates, the Class~~ I-A-3 Certificates~~, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ ; and ~~the Class X-B Certificates, in respect of interest~~fourth, concurrently, as follows: (A) 97.7493102725%, sequentially, to the Class ~~A-1 Certificates~~I-A-1, Class I-A-2 ~~Certificates, Class A-3 Certificates, Class A-4 Certificates~~ and Class AI-AB A-5 Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes;; and (B) 2.2506897275% to the Class AI-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A A-6 Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2006-5 Trust)

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Ge Commercial Mortgage Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the ~~Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from~~ Group I Available Funds ~~for such Distribution Date, without regard to Asset Groups, up to an amount equal to,~~ and ~~pro rata in accordance with,~~ the ~~respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the~~ Group II Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be ~~allocated among all those Classes of Certificates up to an amount equal to,~~ withdrawn by the Trustee from the Distribution Account and ~~pro rata~~ distributed as directed in accordance ~~with,~~ with the ~~respective Interest Distribution Amount~~ Remittance Report for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following order of priority: (i) on each Distribution Date, the Group I Available Funds will be distributed as follows: ~~(1) first~~FIRST, to the ~~Holders of~~ Class A1 Certificates and the Class ~~A-AB~~ AIO-1 Certificates, ~~in an amount up to~~ on a pro rata basis, the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding~~ Accrued Certificate ~~Balance of the~~ Interest on each such Class ~~A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance~~ for such Distribution Date; ~~(2) second~~provided, however that the Accrued Certificate Interest to be distributed to the ~~Holders~~ Class AIO-2 Certificates pursuant to this clause FIRST shall be equal to the product of (x) the Group Subordinate Amount for Loan Group I multiplied by (y) a fraction, the numerator of which is the weighted average Net Mortgage Rate of the Mortgage Loans in Loan Group I minus the weighted average of the Pass-Through Rates of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 CertificatesM1, Class ~~A-2 Certificates~~M2, Class ~~A-3 Certificates~~B1, Class ~~A-4~~ B2, Class B3, Class B4, Class B5, Class B6 and Class B7 Certificates and ~~Class A-AB Certificates have been reduced to zero,~~ the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance denominator of ~~the Class A-BP Certificates has been reduced to zero~~which is 12; ~~and (II) on or after the Cross-Over Date~~SECOND, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB~~ A1 Certificates and Class ~~A-BP~~ AIO-2 Certificates, on a pro rata ~~(based on their respective~~ basis, any Accrued Certificate ~~Balances) in an amount equal~~ Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group I Available Funds; and THIRD, to the Class A1 Certificates, in reduction of the Certificate Principal ~~Distribution~~ Balance thereof, the Senior Optimal Principal Amount for Loan Group I for such Distribution Date, until the Certificate ~~Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled~~ Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class ~~A-S~~ A1 Certificates has been reduced to zero;. (viii) ~~sixth~~On each Distribution Date, the Group II Available Funds will be distributed as follows: FIRST, to the ~~Holders of~~ Class A2, Class A3, Class AIO-1 and Class AIO-2 Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however that the Accrued Certificate Interest to be distributed to the Class ~~A-S Certificates, first up~~ AIO-2 Certificates pursuant to ~~an amount~~ this clause FIRST shall be equal to the ~~aggregate~~ product of ~~unreimbursed Realized Losses previously allocated to such Class~~(x) the Group Subordinate Amount for Loan Group II multiplied by (y) a fraction, ~~then interest on that amount at~~ the numerator of which is the weighted average Net Mortgage Rate of the Mortgage Loans in Loan Group II minus the weighted average of the Pass-Through ~~Rate for such~~ Rates of the Class ~~compounded monthly from~~ M1, Class M2, Class B1, Class B2, Class B3, Class B4, Class B5, Class B6 and Class B7 Certificates and the ~~date the related Realized Loss was allocated to such Class; (vii) seventh~~denominator of which is 12; SECOND, to the ~~Holders of the~~ Class B A2, Class A3, Class AIO-1 and Class AIO-2 Certificates, ~~in respect of interest~~on a pro rata basis, ~~up to an amount equal to the~~ any Accrued Certificate Interest thereon remaining undistributed from previous Distribution ~~Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero~~Dates, to the ~~Holders~~ extent of remaining Group II Available Funds; THIRD, sequentially, in the following order, to the Class B A2 Certificates and the Class A3 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group II for such Distribution Date, to the extent of remaining Group II Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (b) Except as provided in paragraph (d) below, on each Distribution Date on or prior to the Cross-Over Date, an amount equal to the sum of the remaining Group Available Funds after the distributions in clauses (a)(i) and (a)(ii) above will be distributed sequentially, in the following order, to the Class M1, Class M2, Class B1, Class B2, Class B3, Class B4, Class B5, Class B6 and Class B7 Certificates, in each case up to an amount equal to and in the ~~Principal~~ following order: (a) the Accrued Certificate Interest thereon for such Distribution ~~Amount~~ Date, (or b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share, if any, for such Distribution Date, in each case, to the ~~portion thereof remaining after any distributions in respect~~ extent of the sum of the remaining Group Available Funds for both Loan Groups. (c) If on any Distribution Date on which the aggregate Certificate Principal Balance of any Class A or Classes of Senior Certificates ~~have been~~ (other than Class AIO-1Certificates) would be greater than the aggregate Stated Principal Balance of the Mortgage Loans in its related Loan Group and any Subordinated Certificates are still outstanding in each case after giving effect to distributions to be made on such Distribution Date, (i) 100% of amounts otherwise allocable to the Subordinated Certificates in respect of principal will be distributed to such Class or Classes of Senior Certificates in reduction of the Certificate Principal balance thereof, until the aggregate Certificate Principal Balance of ~~the~~ such Class B or Classes of Senior Certificates ~~has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to~~ is an amount equal to the aggregate Stated Principal Balance of ~~unreimbursed Realized Losses previously allocated~~ the Mortgage Loans in its related Loan Group, and (ii) the Accrued Certificate Interest otherwise allocable to the Subordinated Certificates on such Distribution Date will be reduced, if necessary, and distributed to such ~~Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders~~ or Classes of ~~the Class C Certificates,~~ Senior Certificates in ~~respect of interest, up to~~ an amount equal to the Accrued Certificate Interest for such Distribution ~~Amount in respect~~ Date on the excess of (x) the aggregate Certificate Principal Balance of such Class or Classes of Senior Certificates ~~for~~ over (y) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group. Any such reduction in the Accrued Certificate Interest on the Subordinated Certificates will be allocated first to the certificates having the lowest payment priority, in this case commencing with the Class B7 Certificates. (d) On each Distribution Date prior to the Cross-Over Date, funds otherwise payable to the Subordinated Certificates shall be applied to the payment of the Senior Certificates (i) first, to pay any Accrued Certificate Interest on the Senior Certificates remaining unpaid, (ii) second, to pay principal of an Undercollateralized Group of Senior Certificates and (iii) third, to maintain subordination levels under limited circumstances where one or more classes of Senior Certificates have been paid in full. To the extent any Accrued Certificate Interest with respect to any Class of Senior Certificates remains unpaid, the Group Available Funds remaining after payments of principal and interest on the Senior Certificates related to such Loan Groups will be applied to cover such unpaid Accrued Certificate Interest, and, to the extent payable to more than one Class of Senior Certificates, will be applied pro rata based on the amounts of such unpaid Accrued Certificate Interest to the extent there are insufficient funds to pay such amounts in full. Such amounts will be paid to the Senior Certificates in accordance with the priorities set forth in this Section 5.04. If on any Distribution Date there exist an Undercollateralized Group, then all amounts otherwise distributable as principal on the Subordinated Certificates as the Subordinate Principal Distribution Amount will be paid to such Undercollateralized Group as principal to the related Senior Certificates in accordance with the priorities set forth in this Section 5.04 until the aggregate Certificate Principal Balance of such Senior Certificates equals the aggregate principal balance of the related Loan Group as of the following Distribution Date~~; (xi) eleventh,~~ . On or after the date on which the Certificate Principal Balances of the ~~Class A~~ Senior Certificates ~~and the Class B Certificates~~ of a Loan Group have been reduced to zero, to amounts otherwise distributable as principal on the ~~Holders of the Class C Certificates in reduction of the Certificate Balance thereof~~Subordinated Certificates, up to ~~an amount equal to~~ the applicable Apportioned Subordinate Principal Distribution Amount (or representing generally the portion ~~thereof remaining after any distributions in respect~~ of the ~~Class A Certificates and~~ Subordinate Principal Distribution Amount attributable to Mortgage Loans in the ~~Class B~~ Loan Group with respect to which the Senior Certificates have been ~~made~~ paid in full) will be paid as principal to the Senior Certificates of the other Loan Group in accordance with the priorities set forth in this Section 5.04 for the such Loan Group, provided that on such Distribution ~~Date~~Date (a) ~~until~~ the ~~Certificate~~ Aggregate Subordinate Percentage for such Distribution Date is less than twice the initial Aggregate Subordinate Percentage or (b) the aggregate Stated Principal Balance of the ~~Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders~~ Mortgage Loans delinquent 60 days or more as a percentage of the ~~Class C Certificates, first up to an amount~~ aggregate Group Subordinate Amount is greater than or equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t50%.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Nomura Asset Acceptance Corp)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Trustee shall withdraw the Interest Remittance Amount for each Loan Group from the Distribution Account and apply such amounts in the following order of priority, in each case, to the extent of the funds remaining therefor: A. Loan Group F: (i) to the Trustee, the Trustee Fee for such Loan Group and Distribution Date; (ii) concurrently, to the Classes of Senior Certificates in Certificate Group F, the related Class Interest Distribution for such Distribution Date; (iii) sequentially, to the Class M-1F, Class M-2F and Class B-1F Certificates, in that order, the related Class Monthly Interest Amount; (iv) to fund the Subordination Increase Amount for Certificate Group F as part of the related Principal Distribution Amount; and (v) the remainder pursuant to clause C. below. B. Loan Group A: (i) to the Trustee, the Trustee Fee for such Loan Group and Distribution Date; (ii) to the Class A-1A Certificates, the Class Interest Distribution for such Distribution Date; (iii) sequentially, to the Class M-1A, Class M-2A and Class B-1A Certificates, in that order, the related Class Monthly Interest Amount; (iv) to fund the Subordination Increase Amount for Certificate Group A as part of the related Principal Distribution Amount; and (v) the remainder pursuant to clause D. below. C. Remaining Interest and Excess Overcollateralization Amount for Loan Group F: (i) sequentially, to the Class M-1F, Class M-2F and Class B-1F Certificates, in that order, an amount equal to the sum of (a) the related Class Interest Carryover Shortfall and (b) the related Class Principal Carryover Shortfall; (ii) to fund any amount listed in clause D.(i) below which was not fully funded as provided therein; and (iii) to the Residual Certificates, the remainder, provided, however, that if the Excess Overcollateralization Amount for Certificate Group F is zero solely due to the existence of a Subordination Trigger Event for such Certificate Group, the amount that otherwise would constitute such Excess Overcollateralization Amount shall be distributed as part of the related Class Principal Distribution Amount in reduction of the Class Principal Balances of the related Subordinated Certificates sequentially to the Class B-1F, Class M-2F and Class M-1F Certificates, in that order, until the respective Class Principal Balances thereof are reduced to zero. D. Remaining Interest and Excess Overcollateralization Amount for Loan Group A: (i) sequentially, to the Class M-1A, Class M-2A and Class B-1A Certificates, in that order, an amount equal to the sum of (a) the related Class Interest Carryover Shortfall and (b) the related Class Principal Shortfall; (ii) to fund any amount listed in clause C.(ii) above which was not fully funded as provided therein; and (iii) concurrently, to the Class A-1A, Class M-1A, Class M-2A and Class B-1A Certificates, any related LIBOR Carryover allocated pro rata among such Classes in proportion to their respective amounts of LIBOR Carryover; and (iv) to the Residual Certificates, the remainder, provided, however, that if the Excess Overcollateralization Amount for Certificate Group A is zero solely due to the existence of a Subordination Trigger Event for such Certificate Group, the amount that otherwise would constitute such Excess Overcollateralization Amount shall be distributed as part of the related Class Principal Distribution Amount in reduction of the Class Principal Balance of the related Subordinate Certificates sequentially to the Class B-1A, Class M-2A and Class M-1A Certificates, in that order, until the respective Class Principal Balances thereof are reduced to zero. On each Distribution Date, the Class Interest Distribution for each Class of Senior Certificates in Certificate Group F will be distributed on an equal priority and any shortfall in the amount required to be distributed as interest thereon to each such Class will be allocated between such Classes pro rata based on the amount that would have been distributed on each such Class in the absence of such shortfall. (b) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator~~ Trustee shall ~~be deemed to transfer the Lower-Tier Distribution~~ withdraw each Basic Principal Amount and each Excess Funding Amount from the ~~Lower-Tier REMIC~~ Distribution Account to and shall apply such amount together with the ~~Upper-Tier REMIC Distribution Account~~ amount, if any, included in the ~~amounts and priorities set forth in~~ Principal Distribution Amount pursuant to Section ~~4.01(d~~5.01(a)A.(iv) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ or B.(iv) hereof in the following order of priority, ~~satisfying~~ in ~~full~~each case, to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the funds remaining therefor: A. Loan Group F: (i) ~~first,~~ to the ~~Holders of the Class A-1 Certificates~~Senior Certificates in Certificate Group F, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest related Senior Principal Distribution Amount ~~for such Classes; (B) to~~ plus, on the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Initial Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Excess Funding Amount for ~~such Classes~~ Certificate Group F, allocated in the following order of ~~Certificates, without regard to Asset Groups.~~priority: (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class ~~A-1~~ A-6F Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class ~~A-BP Certificates has been reduced to zero, the Group 2~~ A-6F Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution AmountDistribution, until the ~~outstanding Certificate Balance of the~~ Class ~~A-AB Certificates has been reduced to the Class A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof ~~remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates~~ has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Datesequentially, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇▇, ▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇-▇▇, Class ~~A-3~~A-4F, Class ~~A-4~~A-5F and Class A-6F Certificates, in that order, until the respective Class Principal Balances thereof have been reduced to zero; and (ii) sequentially, to the Class M-1F, Class ~~A-AB~~ M-2F and Class ~~A-BP Certificates~~ B-1F Certificates, in that order, (a) prior to the related Stepdown Date, until the respective Class Principal Balances thereof have been ~~made~~ reduced to zero, and (b) on ~~such~~ or after the related Stepdown Date, the related Class Principal Distribution Amount until the respective Class Principal Balances thereof have been reduced to zero; and (iii) to the Residual Certificates, any remaining principal. B. Loan Group A: (i) to the Class A-1A Certificates, the related Senior Principal Distribution Amount plus, on the initial Distribution Date, the related Excess Funding Amount; (ii) sequentially, to the Class M-1A, Class M-2A and Class B-1A Certificates, in that order, (a) prior to the related Stepdown Date, until the ~~outstanding~~ respective Class Principal Balances thereof have been reduced to zero, and (b) on or after the related Stepdown Date, the related Class Principal Distribution Amount until the Class Principal Balances thereof have been reduced to zero; and; (iii) to the Residual Certificates, any remaining principal. Notwithstanding the priority set forth in clause A. (i) above, if the aggregate Class Principal Balance of the Subordinate Certificates in Certificate Group F is reduced to zero, the related Senior Principal Distribution Amount shall be distributed concurrently to each Class of Senior Certificates in Certificate Group F on a pro rata basis in accordance with their respective Class Principal Balances. Notwithstanding the foregoing, in the event that the Class Principal Balances of all of the Senior Certificates relating to a Certificate Group have been reduced to zero, and a Trigger Event for such Certificate Group is continuing, all amounts of principal that would have been distributed to such Senior Certificates will be distributed to the related Subordinate Certificates of such Certificate Group sequentially in the following order: Class M-1, Class M-2, Class B-1. Similarly, if the Class Principal Balance of the Class ~~A-S~~ M-1 Certificates has been reduced to zero and a Trigger Event for such Certificate Group is continuing, all amounts of principal that would have been distributed to such Class M-1 Certificates will be distributed to the related Class M-2 and Class B-1 Certificates. Finally, if the Class Principal Balance of the Class M-2 Certificates has been reduced to zero~~; (vi) sixth~~, and a Trigger Event for such Certificate Group is continuing, all amounts of principal that would have been distributed on such Class M-2 Certificates will be distributed to the ~~Holders of the~~ related Class ~~A-S~~ B-1 Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Delta Funding Corp /De/)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, an amount equal to the Group I Available Funds, the Group II Available Funds, the Group III Available Funds, Group IV Available Funds, Group V Available Funds, Group VI Available Funds and the Group VII Available Funds for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account and distributed as directed in accordance with the Remittance Report for such Distribution Date, in the following order of priority: (i) on each Distribution Date, the Group I Available Funds will be distributed as follows: FIRST, to the Class A1 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group I Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A1 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group I Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group I Mortgage Loans will be used to calculate these distributions; and THIRD, concurrently, (i) to the Class A1 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group I for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group I for such Distribution Date, in each case, to the extent of remaining Group I Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) On each Distribution Date, the Group II Available Funds will be distributed as follows: FIRST, to the Class A2 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group II Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A2 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group II Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group II Mortgage Loans will be used to calculate these distributions; THIRD, concurrently, (i) to the Class A2 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group II for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group II for such Distribution Date, in each case, to the extent of remaining Group II Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (iii) on each Distribution Date, the Group III Available Funds will be distributed as follows: FIRST, to the Class A3 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group III Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A3 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group III Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group III Mortgage Loans will be used to calculate these distributions; and THIRD, concurrently, (i) to the Class A3 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group III for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group III for such Distribution Date, in each case, to the extent of remaining Group III Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (iv) on each Distribution Date, the Group IV Available Funds will be distributed as follows: FIRST, to the Class A4 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group IV Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A4 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group IV Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group IV Mortgage Loans will be used to calculate these distributions; and THIRD, concurrently, (i) to the Class A4 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group IV for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group IV for such Distribution Date, in each case, to the extent of remaining Group IV Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (v) on each Distribution Date, the Group V Available Funds will be distributed as follows: FIRST, to the Class A5 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such distribution date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group V Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A5 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous distribution dates, to the extent of remaining Group V Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group V Mortgage Loans will be used to calculate these distributions; and THIRD, concurrently, (i) to the Class A5 Certificates, in reduction of the certificate principal balance thereof, the Senior Optimal Principal Amount for Group V for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group V for such Distribution Date, in each case, to the extent of remaining Group V Available Funds, until the certificate principal balance of each such class has been reduced to zero. (vi) on each Distribution Date, the Group VI Available Funds will be distributed as follows: FIRST, to the Class A6 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such distribution date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group VI Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A6 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group VI Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group VI Mortgage Loans will be used to calculate these distributions; and THIRD, concurrently, (i) to the Class A6 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group VI for such Distribution Date and (ii) to the Class APO Certificates, the Class APO Certificate Principal Distribution Amount for Group VI for such Distribution Date, in each case, to the extent of remaining Group VI Available Funds, until the Certificate Principal Balance of each such Class has been reduced to zero. (vii) on each Distribution Date, the Group VII Available Funds will be distributed as follows: FIRST, to the Class A7 Certificates and the Class AIO Certificates, on a pro rata basis, the Accrued Certificate Interest on each such Class for such Distribution Date; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group VII Mortgage Loans will be used to calculate these distributions; SECOND, to the Class A7 Certificates and Class AIO Certificates, on a pro rata basis, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, to the extent of remaining Group VII Available Funds; provided, however, that for the purpose of distributions to the Class AIO Certificates under this clause, only the portion of the Class AIO Notional Amount derived from the Group VII Mortgage Loans will be used to calculate these distributions; and THIRD, to the Class A7 Certificates, in reduction of the Certificate Principal Balance thereof, the Senior Optimal Principal Amount for Group VII for such Distribution Date to the extent of remaining Group VII Available Funds, until the Certificate Principal Balance thereof has been reduced to zero. (b) On each Distribution Date after distributions pursuant to clauses (a) (i) through (a)(vii) above, to the Class APO Certificates, the Class APO Certificate Deferred Amount, provided, that (i) on any Distribution Date, distributions pursuant to this clause (b) shall not (x) exceed the Subordinate Optimal Principal Amount for such Distribution Date or (y) reduce the Certificate Principal Balance of the Class APO Certificates and (ii) no distribution will be made in respect of the Class APO Certificate Deferred Amount after the Cross-over Date. (c) Except as provided in paragraph (d) below, on each Distribution Date on or prior to the Cross-Over Date, an amount equal to the sum of the remaining Group Available Funds after the distributions in clauses (a) (i) through (a)(vii) and (b) above will be distributed sequentially, in the following order, to the Class M, Class B1, Class B2, Class B3, Class B4 and Class B5 Certificates, in each case up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates and (c) such Class's Allocable Share, if any, for such Distribution Date, in each case, to the extent of the sum of the remaining Group Available Funds for all Loan Groups. (d) If on any Distribution Date on which the aggregate Certificate Principal Balance of any Class or Classes of Senior Certificates (other than Class APO Certificates) would be greater than the aggregate Stated Principal Balance of the Mortgage Loans in its related Loan Group (other than the applicable PO Percentage of the related Discount Mortgage Loans) and any Subordinated Certificates are still outstanding in each case after giving effect to distributions to be made on such Distribution Date, (i) 100% of amounts otherwise allocable to the Subordinated Certificates in respect of principal will be distributed to such Class or Classes of Senior Certificates in reduction of the Certificate ~~Administrator~~ Principal balance thereof, until the aggregate Certificate Principal Balance of such Class or Classes of Senior Certificates is an amount equal to the aggregate Stated Principal Balance of the Mortgage Loans in its related Loan Group (other than the applicable PO Percentage of the related Discount Mortgage Loans), and (ii) the Accrued Certificate Interest otherwise allocable to the Subordinated Certificates on such Distribution Date will be reduced, if necessary, and distributed to such Class or Classes of Senior Certificates in an amount equal to the Accrued Certificate Interest for such Distribution Date on the excess of (x) the aggregate Certificate Principal Balance of such Class or Classes of Senior Certificates over (y) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group (other than the applicable PO Percentage of the related Discount Mortgage Loans). Any such reduction in the Accrued Certificate Interest on the Subordinated Certificates will be allocated first to the certificates having the lowest payment priority, in this case commencing with the Class B5 Certificates. (e) On each Distribution Date prior to the Cross-Over Date, funds otherwise payable to the Subordinated Certificates shall be ~~deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account~~ applied to the ~~Upper-Tier REMIC Distribution Account in~~ payment of the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: Senior Certificates (i) first, to pay any Accrued Certificate Interest on the ~~Holders of the Class A-1 Certificates~~Senior Certificates remaining unpaid, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to ~~the Holders of the~~ pay Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the~~ APO Certificate ~~Balances thereof: (I) prior to the Cross-Over Date (a)~~ Deferred Amounts to the Class ~~A-1~~ APO Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to ~~the Holders~~ pay principal of ~~the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ one or more Undercollateralized Groups of Senior Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) ~~fourth~~fourth to maintain subordination levels under limited circumstances where one or more classes of Senior Certificates have been paid in full. To the extent any Accrued Certificate Interest with respect to any Class of Senior Certificates remains unpaid, the Group Available Funds remaining after payments of principal and interest on the Senior Certificates related to such Loan Groups will be applied to cover such unpaid Accrued Certificate Interest, and, to the ~~Holders~~ extent payable to more than one Class of ~~the Class A-S~~ Senior Certificates, ~~in respect~~ will be applied pro rata based on the amounts of ~~interest, up to an amount equal~~ such unpaid Accrued Certificate Interest to the ~~Interest Distribution Amount~~ extent there are insufficient funds to pay such amounts in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, full. Such amounts will be paid to the ~~Holders of the Class A-S~~ Senior Certificates in ~~reduction~~ accordance with the priorities set forth in this Section 5.04. To the extent of any unpaid Class APO Certificate Deferred Amount, the ~~Certificate Balance thereof, up to an amount equal to the~~ Subordinate Principal Distribution Amount (or the ~~portion thereof remaining after any distributions~~ amount which would be payable as principal to such Subordinated Certificates absent such cross-collateralization, other than in respect of amounts applied to pay unpaid Accrued Certificate Interest on the Senior Certificates as described in the preceding paragraph) will be applied to pay any such unpaid Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made~~ APO Certificate Deferred Amount. If on ~~such~~ any Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such ClassDate there exist one or more Undercollateralized Groups, then ~~interest~~ all amounts otherwise distributable as principal on ~~that amount at~~ the ~~Pass-Through Rate for such Class compounded monthly from~~ Subordinated Certificates as the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Subordinate Principal Distribution Amount (or other than amounts needed to pay any Class APO Certificate Deferred Amount as described above) will be paid to those Undercollateralized Groups as principal to the ~~portion thereof remaining after any distributions~~ related Senior Certificates (other than the Class APO Certificates) in ~~respect~~ accordance with the priorities set forth in this Section 5.04 until the aggregate Certificate Principal Balance of such Senior Certificates equals the aggregate principal balance of the ~~Class A Certificates have been made~~ related Loan Group as of the following Distribution Date (net of the PO Percentage of the Discount Mortgage Loans in such Loan Group). On or after the date on ~~such Distribution Date) until~~ which the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Principal Balances of the ~~Class A~~ Senior Certificates ~~and the Class B Certificates have been reduced to zero, to the Holders~~ of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance ta Loan Group

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Nomura Asset Acceptance Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class ~~A-2 Certificates, the Class~~ A-3 Certificates, the Class A-4 Certificates and the Class A-AB SB Certificates, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates or Regular Interests for such Distribution Date; (B) to the Holders of the Class ~~A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B~~ A-1A Certificates, in respect of interest, ~~concurrently, as follows:~~ from the Loan Group 2 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date and (AC) to the Holders of the Class ~~A-1~~ X-1 Certificates and the Class X-2 Certificates, ~~Class A-2 Certificates~~in respect of interest, ~~Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ up to an amount equal to the ~~Group 1 Assets~~ Interest Distribution Amount payable in respect of such Classes of Certificates for such Distribution Date; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Interest Distribution Amount provided above, payable in respect of any Class A Certificates or Class X Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Class A Certificates and the Class X Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class ~~A-2 Certificates, the Class~~ A-3 Certificates, the Class A-4 Certificates, the Class A-AB SB Certificates and the Class ~~A-BP~~ A-1A Certificates in reduction of the Certificate Balances thereof, concurrently: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1A)(1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount~~Amount for such Distribution Date remaining after the payments specified in clause (B) below have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclause~~ clause (1A)(1) above and clause (B) below) have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class ~~A-2 Certificates~~ A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1) and (2) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-2~~ A-3 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class ~~A-3~~ A-4 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2) and (3) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to ~~zero;~~ zero and (65) ~~sixth~~fifth, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after payments as specified in clauses (A)(1), (2), (3) and (~~if applicable~~4) above and Clause (B) below have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-SB Certificates has been reduced to zero and (B) to the Holders of the Class A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount ~~(or~~ and, after the ~~portion thereof~~ Certificate Balances of the Class A-4 and Class A-SB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after ~~any distributions~~ payments specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, ~~the Class A-2 Certificates, the~~ Class A-3 Certificates, ~~the~~ Class A-4 Certificates, ~~the~~ Class A-AB SB Certificates and ~~the~~ Class ~~A-BP~~ A-1A Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-~~S Certificates,~~ M Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ A Certificates have been reduced to zero, to the Holders of the Class A-S M Certificates in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S M Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-~~S Certificates, first up to an amount equal to the aggregate~~ M Certificates until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-M Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of ~~the~~ Class B A-J Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates and Class A-M Certificates have been reduced to zero, to the Holders of the Class B A-J Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ and the Class A-M Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class B A-J Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B A-J Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-J Certificates but not previously reimbursed, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~have been reimbursed in full; (x) tenth, to the Holders of the Class C B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates have been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C B Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class ~~D Certificates and Class X-D~~ C Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, the Class A-J Certificates and Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ D Certificates, ~~in respect of interest~~but not previously reimbursed, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been ~~reduced to zero, to the Holders of the Class E-RR Certificates,~~ reimbursed in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classfull; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates, Class D~~ Certificates and Class ~~E-RR~~ D Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates,~~ Certificates and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ F Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR Certificates, Class F-RR~~ E Certificates and Class ~~G-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ G Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class G Certificates has been reduced to zero; (xxvii) twenty-seventh, to the Holders of the Class G Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class G Certificates, but not previously reimbursed, have been reimbursed in full; (xxviii) twenty-eighth, to the Holders of the Class H Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxix) twenty-ninth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates have been reduced to zero, to the Holders of the Class H Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class H Certificates has been reduced to zero; (xxx) thirtieth, to the Holders of the Class H Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class H Certificates, but not previously reimbursed, have been reimbursed in full; (xxxi) thirty-first, to the Holders of the Class J Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxxii) thirty-second

Appears in 1 contract

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2006-Cibc15)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent~~ Trustee shall (except as otherwise provided in Section 9.01), based on, among other things, information provided by the Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in ~~the amounts and priorities set forth in~~ accordance with Section ~~4.01(d~~3.05(b)(ii) ~~with respect to each Class of Lower-Tier Regular Interests~~through (viii), and ~~immediately thereafter~~deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(i), ~~shall make distributions thereof from~~ for the ~~Upper-Tier REMIC Distribution Account~~ following purposes and in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of the remaining portion of the Loan Group No. 1 Available Distribution Amount and/or the Loan Group No. 2 Available Distribution Amount, ~~each priority before making any distribution with respect to any succeeding priority~~as applicable: (i) ~~first,~~ to make distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-1D, ~~the~~ Class ~~A-3 Certificates~~A-2FX, ~~the~~ Class A-3, Class A-SB and Class A-4 Certificates and to the Floating Rate Account with respect to the Class ~~A-AB Certificates~~A-2FL REMIC II Regular Interest, from the ~~Class A-BP Certificates~~Loan Group No. 1 Available Distribution Amount, ~~the Class X-A Certificates~~in an amount equal to, ~~the Class X-BP~~ and pro rata as among those Classes of Senior Certificates and the Class ~~X-B Certificates~~A-2FL REMIC II Regular Interest in accordance with, all Distributable Certificate Interest in respect of ~~interest~~each such Class of Senior Certificates and the Class A-2FL REMIC II Regular Interest for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and concurrently, ~~as follows: (A)~~ to make distributions of interest to the Holders of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB~~ A-1A Certificates, from the ~~portion~~ Loan Group No. 2 Available Distribution Amount in an amount equal to all Distributable Certificate Interest in respect of ~~Available Funds attributable to~~ the ~~Group 1 Assets~~ Class A-1A Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and also concurrently, to make distributions of interest to the Holders of the Class X Certificates, from the Loan Group No. 1 Available Distribution Amount and/or the Loan Group No. 2 Available Distribution Amount, in an amount equal to all Distributable Certificate Interest in respect of the Class X Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; provided, however, that if the Loan Group No. 1 Available Distribution Amount and/or the Loan Group No. 2 Available Distribution Amount is insufficient to pay in full the Distributable Certificate Interest payable as described above in respect of any Class of Senior Certificates referred to above or in respect of the Class A-2FL REMIC II Regular Interest on such Distribution Date, then the entire Net Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates referred to above and the Class A-2FL REMIC II Regular Interest, up to an amount equal to, and pro rata as among the respective Classes of Senior Certificates referred to above and the Class A-2FL REMIC II Regular Interest in accordance with, the ~~respective~~ Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Senior Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount A-2FL REMIC II Regular Interest for such Distribution Date and, ~~after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments~~ to the ~~Class A-BP Certificates have been made on such~~ extent not previously paid, for all prior Distribution ~~Date~~Dates, ~~in the following priority:~~ if any; (1ii) to make distributions of principal, first, to the Holders of the Class A-AB SB Certificates~~, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount~~, until the ~~outstanding~~ related Class Principal Balance (after taking into account all Certificate ~~Balance of the Class A-AB Certificates has been~~ Deferred Interest added thereto on such Distribution Date) is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date~~; (2)~~ , and second, to the Holders of the Class A-1 Certificates and to the Holders of the Class A-1D Certificates, ~~in an amount up to~~ on a pro rata basis by balance, until the ~~Group 1~~ related Class Principal ~~Distribution Amount and~~ Balance of each such Class of Senior Certificates (~~if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining~~ after ~~any distributions specified in subclause (1) above have been made~~ taking into account all Certificate Deferred Interest added thereto on such Distribution Date~~), until the outstanding Certificate Balance of the Class A-1 Certificates has been~~ ) is reduced to zero~~; (3)~~ , and third, to the Holders of the Class ~~A-2~~ A-2FX Certificates ~~in an amount up~~ and to the ~~Group 1~~ Floating Rate Account with respect to the Class A-2FL REMIC II Regular Interest, on a pro rata basis by balance, until the related Class Principal ~~Distribution Amount~~ Balance of each of the Class A-2FX Certificates and the Class A-2FL REMIC II Regular Interest (~~if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining~~ after ~~any distributions specified in subclauses (1) and (2) above have been made~~ taking into account all Certificate Deferred Interest added thereto on such Distribution Date~~), until the outstanding Certificate Balance of the Class A-2 Certificates has been~~ ) is reduced to zero~~; (4)~~ , and fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the ~~outstanding Certificate~~ related Class Principal Balance of the Class A-3 Certificates ~~has been~~ (after taking into account all Certificate Deferred Interest added thereto on such Distribution Date) is reduced to zero; , and fifth, to the Holders of the Class A-SB Certificates until the related Class Principal Balance of the Class A-SB Certificates (5after taking into account all Certificate Deferred Interest added thereto, and any distributions of principal made with respect to the Class A-SB Certificates pursuant to subclause first of this clause (ii), on such Distribution Date) ~~fifth~~is reduced to zero, and sixth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the ~~outstanding Certificate~~ related Class Principal Balance of the Class A-4 Certificates ~~has been~~ (after taking into account all Certificate Deferred Interest added thereto on such Distribution Date) is reduced to zero, in that order, in an aggregate amount for subclauses first through sixth of this clause (ii) (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates and the Class A-2FL REMIC II Regular Interest outstanding immediately prior to, together with all Certificate Deferred Interest with respect to those Classes of Senior Certificates and the Class A-2FL REMIC II Regular Interest for, such Distribution Date) equal to the Loan Group No. 1 Principal Distribution Amount for such Distribution Date; and ~~(6) sixth~~concurrently, to make distributions of principal to the Holders of the Class ~~A-AB~~ A-1A Certificates, in an amount up (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to, together with all Certificate Deferred Interest with respect to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Class A-1A Certificates for, ~~(2), (3), (4) and (5) above have been made on~~ such Distribution Date~~), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ ) equal to the ~~Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the~~ Loan Group No. 2 Principal Distribution Amount for such Distribution Date; provided that, if the portion of the Net Available Distribution Amount for such Distribution Date ~~and,~~ remaining after the ~~Certificate Balances~~ distributions of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments interest made pursuant to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until~~ immediately preceding clause (i) is less than the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Net Principal Distribution Amount for such Distribution Date, ~~until~~ then the ~~Certificate Balance of each~~ Holders of the Class A-1, Class ~~A-2~~A-1D, Class A-2FX, Class A-3, Class ~~A-4, Class~~ A-AB SB and Class ~~A-BP~~ A-4 Certificates ~~is reduced to zero, without regard~~ and Grantor Trust A-2FL with respect to the Class ~~A-AB Scheduled Principal Balance or Asset Groups; (iii) third~~A-2FL REMIC II Regular Interest shall have a prior right, relative to the Holders of the Class ~~A-1~~ A-1A Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group No. 1 Available Distribution Amount for such Distribution Date and the Holders of the Class ~~A-2 Certificates~~A-1A Certificates shall have a prior right, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, relative to the Holders of the Class A-1, Class A-1D, Class A-2FX, Class A-3, Class A-~~S Certificates, in~~ SB and Class A-4 Certificates and Grantor Trust A-2FL with respect ~~of interest, up to an amount equal~~ to the ~~Interest~~ Class A-2FL REMIC II Regular Interest, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group No. 2 Available Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date~~; (v) fifth~~; and provided, ~~after~~ further, that, notwithstanding the ~~Certificate~~ foregoing, if the aggregate of the Class Principal Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~A-M, Class A-~~AB Certificates~~ J, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O, Class P and Class ~~A-BP~~ Q Certificates ~~have~~ has previously been reduced to zero, or if the subject Distribution Date is the final Distribution Date, then distributions of principal will be made to the Holders of the Class ~~A-S Certificates in reduction of the Certificate Balance thereof~~A-1, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the~~ Class ~~▇-▇~~A-1D, ~~▇▇▇▇▇ ▇-▇~~Class A-2FX, Class A-3, Class ~~A-4~~A-SB, Class ~~A-AB~~ A-4 and Class ~~A-BP~~ A-1A Certificates ~~have been made on such Distribution Date) until~~ and to the ~~outstanding Certificate Balance of~~ Floating Rate Account with respect to the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tA-2FL

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Citigroup Commercial Mortgage Securities Inc)

Distributions. (ai) ~~[Reserved]~~On each Distribution Date, the Pool Distribution Amount will be applied in the following amounts, to the extent the Pool Distribution Amount is sufficient therefor, in the manner and in the order of priority as follows: first, to the Subclasses of Class A Certificates, pro rata based on their respective Class A Subclass Interest Accrual Amounts, in an aggregate amount up to the sum of the Class A Subclass Interest Accrual Amounts with respect to such Distribution Date; provided, that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class A-16 Certificates by virtue of the Class A-16 Accrual Component will instead be distributed in reduction of the Class A Subclass Principal Balance of the Accretion Directed Certificates and the Component Principal Balances of the Class A-16 Accretion Directed Component and of the Class A-16 Accrual Component in accordance with Section 4.01(b); second, to the Subclasses of Class A Certificates, pro rata based on their respective unpaid Class A Subclass Interest Shortfall Amounts, in an aggregate amount up to the sum of the previously unpaid Class A Subclass Interest Shortfall Amounts; provided, that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest shortfalls to the Class A-16 Certificates by virtue of the Class A-16 Accrual Component will instead be distributed in reduction of the Class A Subclass Principal Balance of the Accretion Directed Certificates and the Component Principal Balances of the Class A-16 Accretion Directed Component and the Class A-16 Accrual Component in accordance with Section 4.01(b); third, concurrently, to the Class A Certificates (other than the Class A-16 Certificates with respect to the Class A-16 PO Component) and the Class A-16 Certificates with respect to the Class A-16 PO Component pro rata, based on the Class A Non-PO Optimal Principal Amount and the Class A-16 PO Component Optimal Principal Amount, (A) to the Subclasses of Class A Certificates (other than the Class A-16 Certificates with respect to the Class A-16 PO Component), in an aggregate amount up to the Class A Non-PO Optimal Principal Amount, such distribution to be allocated among such Subclasses in accordance with Section 4.01(b) or Section 4.01(c), as applicable, and (B) to the Class A-16 Certificates with respect to the Class A-16 PO Component in an amount up to the Class A-16 PO Component Optimal Principal Amount; fourth, to the Class A-16 Certificates with respect to the Class A-16 PO Component in an amount up to the Class A-16 PO Component Deferred Amount, but only, first from amounts otherwise distributable (without regard to this priority fourth) to the Subclasses of Class B Certificates in reverse numerical order pursuant to priorities twenty-second, nineteenth, sixteenth, thirteenth and tenth of this Pool Distribution Amount Allocation and then from amounts otherwise distributable (without regard to this priority fourth) to the Class M Certificates pursuant to priority seventh of this Pool Distribution Amount Allocation; fifth, to the Class M Certificates in an amount up to the Class M Interest Accrual Amount with respect to such Distribution Date; sixth, to the Class M Certificates in an amount up to the sum of the previously unpaid Class M Interest Shortfall Amounts; seventh, to the Class M Certificates in an amount up to the Class M Optimal Principal Amount; provided, however, that the amount distributable pursuant to this priority seventh to the Class M Certificates will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; eighth, to the Class B-1 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for such Subclass; ninth, to the Class B-1 Certificates in an amount up to the sum of the previously unpaid Class B Subclass Interest Shortfall Amounts for such Subclass; tenth, to the Class B-1 Certificates in an amount up to the Subclass B Optimal Principal Amount for such Subclass; provided, however, that the amount distributable pursuant to this priority tenth will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; eleventh, to the Class B-2 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for such Subclass; twelfth, to the Class B-2 Certificates in an amount up to the sum of the previously unpaid Class B Subclass Interest Shortfall Amounts for such Subclass; thirteenth, to the Class B-2 Certificates in an amount up to the Subclass B Optimal Principal Amount for such Subclass; provided, however, that the amount distributable pursuant to this priority thirteenth will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; fourteenth, to the Class B-3 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for such Subclass; fifteenth, to the Class B-3 Certificates in an amount up to the sum of the previously unpaid Class B Subclass Interest Shortfall Amounts for such Subclass; sixteenth, to the Class B-3 Certificates in an amount up to the Subclass B Optimal Principal Amount for such Subclass; provided, however, that the amount distributable pursuant to this priority sixteenth will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; seventeenth, to the Class B-4 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for such Subclass; eighteenth, to the Class B-4 Certificates in an amount up to the sum of the previously unpaid Class B Subclass Interest Shortfall Amounts for such Subclass; nineteenth, to the Class B-4 Certificates in an amount up to the Subclass B Optimal Principal Amount for such Subclass; provided, however, that the amount distributable pursuant to this priority nineteenth will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; twentieth, to the Class B-5 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for such Subclass; twenty-first, to the Class B-5 Certificates in an amount up to the sum of the previously unpaid Class B Subclass Interest Shortfall Amounts for such Subclass; twenty-second, to the Class B-5 Certificates in an amount up to the Subclass B Optimal Principal Amount for such Subclass; provided, however, that the amount distributable pursuant to this priority twenty-second will be reduced by the amount, if any, otherwise distributable as principal hereunder used to pay the Class A-16 PO Component Deferred Amount in accordance with priority fourth; and twenty-third, to the Holder of the Class A-R Certificate, any amounts remaining in the Upper-Tier Certificate Account, and to the Holder of the Class A-LR Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance or notional amount of any Subclass (other than the Class A-16, Class A-R or Class A-LR Certificates) has been reduced to zero or, in the case of the Class A-16 Certificates, after the later to occur of (i) the Principal Balance of such Class A Subclass has been reduced to zero or (ii) the Class A-16 IO Component Notional Amount has been reduced to zero, such Subclass will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). In addition, Net Foreclosure Profits, if any, with respect to such Distribution Date minus any portion thereof payable to a Servicer pursuant to Section 3.02(ix) hereof shall be distributed to the Holder of the Class A-LR Certificate. With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class B Subclass will be allocated pro rata based on principal balance among the Class A Certificates (other than the Class A-16 Certificates with respect to the Class A-16 PO Component), the Class M Certificates and any Class B Subclass with a lower numerical designation and the amount of the Principal Adjustment, if any, attributable to the Class M Certificates will be allocated to the Subclasses of Class A Certificates (other than the Class A-16 Certificates with respect to the Class A-16 PO Component) pro rata based on Class A Subclass Principal Balance (less, in the case of the Class A-16 Certificates, the Class A-16 PO Component Principal Balance). (ii) Distributions on the Uncertificated Lower-Tier Interests. On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal in an amount equal to the amount of principal distributed to its respective Corresponding Upper-Tier Class, Classes, Component or Components as provided herein. On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the Class A-L1, Class A-L2, Class A-L3, Class A-L4, Class A-L6 and Class A-LPO Interest) shall receive distributions in respect of interest in an amount equal to the (i) Class A Subclass Interest Accrual Amount and Class A Subclass Unpaid Interest Shortfall, (ii) Component Interest Accrual Amount and Component Unpaid Interest Shortfall, (iii) Class M Interest Accrual Amount and Class M Unpaid Interest Shortfall or (iv) Class B Subclass Interest Accrual Amount and Class B Subclass Unpaid Interest Shortfall, as the case may be, in respect of its Corresponding Upper-Tier Class, Classes, Component or Components, in each case to the extent actually distributed thereon. The Class A-L1 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-1 Certificates and (ii) an amount equal to the product of the Class A-L1 Interest Fraction and the amount of interest distributed on the Class A-16 IO Component. The Class A-L2 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-2 Certificates and (ii) an amount equal to the product of the Class A-L2 Interest Fraction and the amount of interest distributed on the Class A-16 IO Component. The Class A-L3 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-3 Certificates and (ii) an amount equal to the product of the Class A-L3 Interest Fraction and the amount of interest distributed on the Class A-16 IO Component. The Class A-L4 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-4 Certificates and (ii) an amount equal to the product of the Class A-L4 Interest Fraction and the amount of interest distributed on the Class A-16 IO Component. The Class A-L6 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-6 Certificates and (ii) an amount equal to the product of the Class A-L6 Interest Fraction and the amount of interest distributed on the Class A-16 IO Component. Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount." As of any date, the principal balance of each Uncertificated Lower-Tier Interest, other than the Class A-L7 Interest, equals the Class A Subclass Principal Balance, Component Principal Balance, Class M Principal Balance or Class B Subclass Principal Balance, as the case may be, of the respective Corresponding Upper-Tier Class, Classes, Component or Components. The principal balance of the Class A-L7 interest equals the Class A Subclass Principal Balance of the Class A-7 Certificates. The initial principal balance of each Uncertificated Lower-Tier Interest, other than the Class A-L7 Interest, equals the Original Class A Subclass Principal Balance, Original Component Principal Balance, Original Class M Principal Balance, Original Class B-1 Principal Balance, Original Class B-2 Principal Balance, Original Class B-3 Principal Balance, Original Class B-4 Principal Balance or Original Class B-5 Principal Balance as the case may be, of the respective Corresponding Upper-Tier Class, Classes, Component or Components. The initial principal balance of the Class A-L7 Interest equals the Original Class A Subclass Principal Balance of the Class A-7 Certificates. The pass-through rate with respect to each Uncertificated Lower-Tier Interest (other than the Class A-L1, Class A-L2, Class A-L3, Class A-L4, Class A-L6, Class A-L7, and Class A-LPO Interest) will be 8.00% per annum. The pass-through rate with respect to each of the Class A-L1, Class A-L2, Class A-L3 and Class A-L4 Interest will be 7.681532841% per annum. The pass-through rate with respect to the Class A-L6 Interest will be 7.931532841% per annum. The pass-through rate with respect to the Class A-L7 Interest will be 9.00% per annum. Prior to the Accretion Termination Date, interest will accrue in respect of the Class A-L16 Interest and will be added to the principal balance thereof to the same extent that interest accrues and is added to the Component Principal Balance of the Class A-16 Accrual Component. The Class A-LPO Interest is a principal-only interest and is not entitled to distributions of interest. Any Non-Supported Interest Shortfalls will be allocated to each Uncertificated Lower-Tier Interest in the same relative proportions as interest is allocated to such Uncertificated Lower-Tier Interest. (b) On each Distribution Date occurring prior to the Accretion Termination Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the ~~Interest~~ Class A-16 Accrual Component Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, howeverAmount, if ~~on any Distribution Date~~any, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date ~~shall~~ will be allocated ~~among all those Classes of Certificates up to an amount equal to~~first, ~~and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second~~concurrently, to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ A-13 Certificates and the Class ~~A-BP Certificates in reduction~~ A-16 Accretion Directed Component, pro rata, until the Class A Subclass Principal Balance of the ~~Certificate Balances thereof: (I)~~ Class A-13 Certificates and the Component Principal Balance of the Class A-16 Accretion Directed Component have been reduced to zero and then to the Class A-16 Accrual Component until the Component Principal Balance thereof has been reduced to zero. On each Distribution Date prior to the Cross-Over ~~Date~~ Date, the Class A Non-PO Principal Amount will be allocated among and distributed in reduction of the Class A Subclass Principal Balances of the Class A Certificates (a) other than the Class A-8 Certificates and the Class A-16 Certificates with respect to the Class ~~A-1~~ A-16 IO Component and the Class A-16 PO Component) as follows: first, to the Class A-17 Certificates, up to the Class ~~A-2 Certificates~~A-17 Priority Amount; second, concurrently to the Class ~~A-3 Certificates, Class A-4 Certificates~~ A-R and Class A-AB LR Certificates, ~~in an amount up to~~ pro rata, until the ~~Group 1~~ Class A Subclass Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the Class A-BP Certificates~~ each such Subclass has been reduced to zero; third, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amountconcurrently as follows, until the ~~outstanding Certificate Balance of the~~ Class ~~A-AB Certificates has been reduced to the Class A-AB Scheduled~~ A Subclass Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t:

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Securities Corp Mort Pass THR Cert Ser 1996-5)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Paying Agent shall apply an amount on deposit in the Certificate Account equal to the ~~extent~~ sum of (1) the Available Distribution Amount (net of the ~~Available Funds for such Distribution Date~~Certificate Administration Fee) (2) any Rounding Amount, (3) the ~~Certificate Administrator shall be deemed to transfer~~ Class IA-14 Interest Supplement Amount and (4) the ~~Lower-Tier Distribution~~ Class IA-15 Interest Supplement Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first,~~ to the ~~Holders~~ Class A Certificateholders, all distributable amounts up to the sum of (A) the Aggregate Class A Interest Accrual Amount and (B) the Aggregate Class A Interest Shortfall; (ii) the balance, if any, of the Available Distribution Amount shall be distributed (A) to the Class ~~A-1 Certificates~~IA Certificateholders in the amounts distributable pursuant to (b)(ii)(A) and (b)(iii) below, up to the Class IA Optimal Principal Amount and (B) to the Class IIA-1 Certificateholders in the amounts distributable pursuant to (b)(ii)(B) and (b)(iv) below, up to the Class IIA Optimal Principal Amount; (iii) to the Class M Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) and (ii) above, in accordance with, and up to the amount calculated pursuant to, Section 6.01(c) below; (iv) to the Class ~~A-2 Certificates~~B Certificateholders, the ~~Class A-3 Certificates~~balance, if any, of the ~~Class A-4 Certificates~~ Available Distribution Amount after making the distributions provided for in paragraphs (i) through (iii) above, in accordance with, and up to the amounts calculated pursuant to, Section 6.01(d) below; and (v) to the Class A-~~AB Certificates~~R Certificateholders the balance, if any, of the Available Distribution Amount remaining after the distributions provided for in paragraphs (i) through (iv) above. (b) Amounts payable to the Class ~~A-BP Certificates, the Class X-~~A ~~Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently,~~ Certificateholders on any Distribution Date shall be distributed as follows: (i) to the extent the amount available for distribution pursuant to (a)(i) is sufficient: (A) to the Class ~~A-1 Certificates~~IA-1 Certificateholders, (1) the Class ~~A-2 Certificates,~~ IA-1 Interest Accrual Amount plus (2) the Class ~~A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates,~~ IA-1 Shortfall from the ~~portion of Available Funds attributable to the Group 1 Assets for such~~ preceding Distribution Date~~, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~; (B) to the Class IA-2 Certificateholders, (1) the Class IA-2 Interest Accrual Amount plus (2) the Class IA-2 Shortfall from the preceding Distribution Date; (C) to the Class IA-3 Certificateholders, (1) the Class IA-3 Interest Accrual Amount plus (2) the Class IA-3 Shortfall from the preceding Distribution Date; (D) to the Class IA-4 Certificateholders, (1) the Class IA-4 Interest Accrual Amount plus (2) the Class IA-4 Shortfall from the preceding Distribution Date; (E) to the Class IA-5 Certificateholders, (1) the Class IA-5 Interest Accrual Amount plus (2) the Class IA-5 Shortfall from the preceding Distribution Date; (F) to the Class IA-6 Certificateholders, (1) the Class IA-6 Interest Accrual Amount plus (2) the Class IA-6 Shortfall from the preceding Distribution Date; and (G) to the Class IA-7 Certificateholder, (1) the Class IA-7 Interest Accrual Amount plus (2) the Class IA-7 Shortfall from the preceding Distribution Date; (H) to the Class IA-8 Certificateholders, (1) the Class IA-8 Interest Accrual Amount plus (2) the Class IA-8 Shortfall from the preceding Distribution Date; (I) to the Class IA-9 Certificateholders, (1) the Class IA-9 Interest Accrual Amount plus (2) the Class IA-9 Shortfall from the preceding Distribution Date; (J) to the Class IA-10 Certificateholders, (1) the Class IA-10 Interest Accrual Amount plus (2) the Class IA-10 Shortfall from the preceding Distribution Date; (K) to the Class IA-11 Certificateholders, (1) the Class IA-11 Interest Accrual Amount plus (2) the Class IA-11 Shortfall from the preceding Distribution Date; (L) to the Class IA-12 Certificateholders, (1) the Class IA-12 Interest Accrual Amount plus (2) the Class IA-12 Shortfall from the preceding Distribution Date; provided, however, that on each Distribution Date prior to the Class IA-12 Accretion Termination Date, amounts calculated pursuant to this clause (L) will be added to the Outstanding Certificate Principal Balance of the Class IA-12 Certificates and distributed, as principal, in accordance with Section 6.01(b)(i)(BB); (M) to the Class IA-13 Certificateholders, (1) the Class IA-13 Interest Accrual Amount plus (2) the Class IA-13 Shortfall from the preceding Distribution Date; (N) to the Class IA-14 Certificateholders, (1) the Class IA-14 Interest Accrual Amount plus (2) the Class IA-14 Shortfall from the preceding Distribution Date; (O) to the Class IA-15 Certificateholders, (1) the Class IA-15 Interest Accrual Amount plus (2) the Class IA-15 Shortfall from the preceding Distribution Date; (P) to the Class IA-16 Certificateholders, (1) the Class IA-16 Interest Accrual Amount plus (2) the Class IA-16 Shortfall from the preceding Distribution Date; (Q) to the Class IA-17 Certificateholders, (1) the Class IA-17 Interest Accrual Amount plus (2) the Class IA-17 Shortfall from the preceding Distribution Date; (R) to the Class IA-19 Certificateholders, (1) the Class IA-19 Interest Accrual Amount plus (2) the Class IA-19 Shortfall from the preceding Distribution Date; (S) to the Class IA-20 Certificateholders, (1) the Class IA-20 Interest Accrual Amount plus (2) the Class IA-20 Shortfall from the preceding Distribution Date; (T) to the Class IA-21 Certificateholders, (1) the Class IA-21 Interest Accrual Amount plus (2) the Class IA-21 Shortfall from the preceding Distribution Date; (U) to the Class IA-22 Certificateholders, (1) the Class IA-22 Interest Accrual Amount plus (2) the Class IA-22 Shortfall from the preceding Distribution Date; (V) to the Class IA-23 Certificateholders, (1) the Class IA-23 Interest Accrual Amount plus (2) the Class IA-23 Shortfall from the preceding Distribution Date; and (W) to the Class IA-24 Certificateholders, (1) the Class IA-24 Interest Accrual Amount plus (2) the Class IA-24 Shortfall from the preceding Distribution Date; (X) to the Class IIA-1 Certificateholders, (1) the Class IIA-1 Interest Accrual Amount plus (2) the Class IIA-1 Shortfall from the preceding Distribution Date; (Y) to the Class IA-X Certificateholders, (1) the Class IA-X Interest Accrual Amount plus (2) the Class IA-X Shortfall from the preceding Distribution Date; (Z) to the Class IIA-X Certificateholders, (1) the Class IIA-X Interest Accrual Amount plus (2) the Class IIA-X Shortfall from the preceding Distribution Date; (AA) to the Class A-~~BP Certificate~~R Certificateholders, (1) the Class A-R Interest Accrual Amount plus (2) the Class A-R Shortfall from the preceding Distribution Date; (BB) on each Distribution Date prior to the Class A-12 Accretion Termination Date, the Class A-12 Interest Accrual Amount will be distributed to the Class IA-10, Class IA-11 and Class IA-12 Certificates, sequentially, until the Outstanding Certificate Principal Balance of each such Class has been reduced to zero. (ii) concurrently, (A) to the Class IA Certificateholders, solely from the Available Distribution Amount with respect to Mortgage Group One up to the Class IA Optimal Principal Amount, allocated among the Class IA Certificates in accordance with the Class IA Principal Payment Rules and (B) to the Class IIA-1 Certificateholders, solely from the Available Distribution Amount with respect to Mortgage Group Two, up to the Class IIA Optimal Principal Amount; (iii) to the extent that the Available Distribution Amount with respect to Mortgage Group One remaining after giving effect to the distributions in (b)(i) above is insufficient to distribute in full amounts described in (b)(ii)(A) and (B) above (such shortfall, the "Class IA Deficiency Amount") and the Available Distribution Amount with respect to Mortgage Group Two remaining after giving effect to the distributions in (b)(i) above exceeds the amount required to distribute in full the amounts described in (b)(ii)(B) above, such excess shall be distributed in reduction of the Class IA Deficiency Amount; (iv) to the extent that the Available Distribution Amount with respect to Mortgage Group Two remaining after giving effect to the distributions in (b)(i) above is insufficient to distribute in full amounts described in (b)(ii)(B) above (such shortfall, the "Class IIA Deficiency Amount") and the Available Distribution Amount with respect to Mortgage Group One remaining after giving effect to the distributions in (b)(i) above exceeds the amount required to distribute in full the amounts described in (b)(ii)(A) above, such excess shall be distributed in reduction of the Class IIA Deficiency Amount; (v) If the Available Distribution Amount is insufficient to make the distributions set forth in (b)(i) above, the Paying Agent shall distribute the Available Distribution Amount to the Class A Certificateholders pro rata in accordance with the amounts otherwise distributable to them pursuant to (b)(i)(A)-(BB) above; and (vi) In addition to the foregoing distributions, the Class IA or Class IIA Certificates may receive additional principal distributions on any Distribution Date prior to the Credit Support Depletion Date under the circumstances specified in (A) and (B) below: (A) On any Distribution Date on or after the date on which the aggregate Outstanding Certificate Principal Balance of the Class IA Certificates or the Outstanding Certificate Principal Balance of the Class IIA-1 Certificates has been reduced to zero, all principal (in excess of that needed to reduce the aggregate Outstanding Certificate Principal Balance of the Class IA Certificates or the Outstanding Certificate Principal Balance of the Class IIA-1 Certificates to zero) on the Mortgage Loans in the Mortgage Group relating to such Class A Certificates that are no longer outstanding in accordance with Section 6.01(b)(ii)(A) or 6.01(b)(ii)(C), as applicable, in reduction of the Outstanding Certificate Principal Balances thereof, provided that on such Distribution Date either (a) the Aggregate Subordinated Percentage for such Distribution Date is less than 200% of the initial Aggregate Subordinate Percentage, or (b) the average outstanding principal balance of the Mortgage Loans in either Mortgage Group delinquent 60 days or more over the prior six months, as a percentage of the corresponding Group One or Group Two Subordinated Amount, is greater than or equal to 50%. For purposes of the foregoing, the "Aggregate Subordinated Percentage" for any Distribution Date is equal to the aggregate Outstanding Certificate Principal Balance of the Subordinated Certificates immediately prior to such Distribution Date divided by the aggregate Scheduled Principal Balance of all of the Mortgage Loans immediately prior to such Distribution Date. (B) If on any Distribution Date on which the aggregate Outstanding Certificate Principal Balance of the Class IA or Class IIA Certificates would be greater than the related Mortgage Pool Principal Balance (the "Undercollateralized Group"), after giving effect to distributions to be made on such Distribution Date, the portion of the Available ~~Funds attributable~~ Distribution Amount in respect of principal on the Mortgage Loans in other Mortgage Group (the "Overcollateralized Group") otherwise allocable to the ~~BP Freely Prepayable Note~~ Subordinated Certificates will be distributed to the Classes of Class A Certificates relating to the Undercollateralized Group (in ~~Asset~~ accordance with the priorities set forth herein), in reduction of the principal balances thereof, until the aggregate principal balance of the Certificates included in the Undercollateralized Group ~~2 for~~ is equal to the related Mortgage Pool Principal Balance. Moreover, the Available Distribution Amount with respect to the Overcollateralized Group will be further reduced (after distributions of interest to the Class A Certificates included in the Overercollateralized Group) in an amount equal to one month's interest on the amount by which the Undercollateralized Group is undercollateralized at 6.25% per annum (if Mortgage Group One is the 85 Undercollateralized Group) or 6.00% per annum (if Mortgage Group Two is the Undercollateralized Group), plus any shortfall of such amounts from prior Distribution Dates; provided, however, that in no event shall the Available Distribution Amount with respect to the Overcollateralized Group on any Distribution Date be reduced by more than the sum of (i) the overcollateralized amount with respect to the Overcollateralized Group and (ii) interest thereon at the applicable Remittance Rate. Such amounts will be distributed to the applicable Classes of Certificates in the priority of interest payable on such Distribution Date. (c) Amounts payable on any Distribution Date to the Class M Certificateholders shall be distributed up to an amount equal to (A) the Class M Interest Accrual Amount plus (B) the Class M Shortfall from the preceding Distribution Date plus (C) the portion of the Subordinated Optimal Principal Amount allocable (pursuant to Section 6.01(e)) to the Class M Certificates plus (D) any Carryover Subordinated Principal Amounts with respect to the Class M Certificates. (d) Amounts payable on any Distribution Date to the Class B Certificateholders pursuant to Section 6.01(a)(iv) shall be distributed in the following priority: (1) first, to the Class B-1 Certificateholders, up to an amount equal to (A) the Class B-1 Interest Accrual Amount plus (B) the Class B-1 Shortfall from the preceding Distribution ~~Amount for such Class; and~~ Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~X-A Certificates, Class X-BP~~ B-1 Certificates ~~and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in accordance ~~with, the respective Interest Distribution Amount for such Classes; provided, however, if on~~ with Section 6.01(e) plus (D) any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid Carry-over Subordinated Principal Amounts with respect to the Class ~~A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of~~ B-1 Certificates ~~up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~ plus (iiE) ~~second, to the Holders~~ any portion of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) Subordinated Optimal Principal Amount allocated to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ M Certificates ~~and Class A-AB Certificates,~~ in ~~an amount up to~~ excess of the ~~Group 1~~ Outstanding Certificate Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on~~ such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; Class; (2) second, to the ~~Holders~~ Class B-2 Certificateholders, up to an amount equal to (A) the Class B-2 Interest Accrual Amount plus (B) the Class B-2 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-1 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-2 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-2 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-1 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-1 Certificates has been reduced to zero;~~ such Class; (3) third, to the ~~Holders~~ Class B-3 Certificateholders, up to an amount equal to (A) the Class B-3 Interest Accrual Amount plus (B) the Class B-3 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~A-2~~ B-3 Certificates in ~~an amount up~~ accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the ~~Group 1~~ Class B-3 Certificates plus (E) any portion of the Subordinated Optimal Principal ~~Distribution~~ Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-2 Certificates in excess of the Outstanding Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate~~ Balance of ~~the Class A-2 Certificates has been reduced to zero;~~ such Class; (4) fourth, to the ~~Holders~~ Class B-4 Certificateholders, up to an amount equal to (A) the Class B-4 Interest Accrual Amount plus (B) the Class B-4 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the ~~Class A-3 Certificates, in an amount up~~ Subordinated Optimal Principal Amount allocable to the ~~Group 1~~ Class B-4 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal ~~Distribution~~ Amounts with respect to the Class B-4 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount ~~and (if applicable)~~ allocated to the ~~Group 2~~ Class B-3 Certificates in excess of the Outstanding Certificate Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of ~~the Class A-3 Certificates has been reduced to zero~~such Class; and (5) fifth, to the ~~Holders of the~~ Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interestB-5 Certificateholders, up to an amount equal to (A) the Class B-5 Interest Accrual Amount plus (B) the Class B-5 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class B-5 Certificates in accordance with Section 6.01(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class B-5 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount allocated to the Class B-4 Certificates in excess of the Outstanding Certificate Principal Balance of such ~~Class of Certificates for such~~ Class. (e) On each Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the ~~respective Interest Distribution Amounts in respect~~ Subordinated Optimal Principal Amount shall be allocated among the Classes of ~~such Class of~~ Subordinated Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tent

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Chase Mortgage Finance Corp)

Distributions. (~~a) [Reserved] (b~~i) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Pool Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Pool Distribution Amount is sufficient therefor, in the manner and ~~possible, each~~ in the order of priority ~~before making any distribution with respect to any succeeding priority: (i)~~ as follows: first, to the ~~Holders~~ Classes of Class A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the sum of the Class ~~A-1~~ A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accrual Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Classes of Accrual Certificates and the Accrual Components pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Class A Certificates, in each case in accordance with Section 4.01(b); second, to the Classes of Class A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in an aggregate amount up to the sum of the Aggregate Class A Unpaid Interest Shortfall; provided that prior to the applicable Accrual Termination Date, an amount equal to the amount that would otherwise be distributable in respect of Unpaid Interest Shortfalls to the Classes of Accrual Certificates and the Accrual Components pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Class A Certificates, in each case in accordance with Section 4.01(b); third, concurrently, to the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ A Certificates (other than the Class A-AB PO Certificates, ) and the Class A-BP PO Certificates, ~~the~~ pro rata, based on their respective Class XA Non-~~A Certificates~~PO Optimal Principal Amount and Class A-PO Optimal Principal Amount, ~~the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows:~~ (A) to the Classes of Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A Certificates ~~and~~ (other than the Class A-AB PO Certificates), ~~from the portion of Available Funds attributable~~ in an aggregate amount up to the ~~Group 1 Assets for~~ Class A Non-PO Optimal Principal Amount, such ~~Distribution Date~~distribution to be allocated among such Classes in accordance with Section 4.01(b) or Section 4.01(c), ~~up to an amount equal to~~as applicable, and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the ~~Group 1~~ Class A-PO Optimal Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zeroAmount; ~~(4)~~ fourth, to the ~~Holders of the~~ Class ~~A-3 Certificates,~~ A-PO Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class A-PO Deferred Amount ~~and~~ from amounts otherwise distributable (~~if applicable~~without regard to this Paragraph fourth) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of first to the Class ~~A-3~~ B-6 Certificates ~~has been reduced~~ pursuant to ~~zero~~Paragraph twenty-second, below, second to the Class B-5 Certificates pursuant to Paragraph nineteenth, below, third to the Class B-4 Certificates pursuant to Paragraph sixteenth, below, fourth to the Class B-3 Certificates pursuant to Paragraph thirteenth, below, fifth to the Class B-2 Certificates pursuant to Paragraph tenth below, and sixth to the Class B-1 Certificates pursuant to Paragraph seventh below; ~~(5)~~ fifth, to the ~~Holders of the~~ Class ~~A-4 Certificates,~~ B-1 Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Interest Accrual Amount ~~and (if applicable)~~ for the ~~Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on~~ Class B-1 Certificates with respect to such Distribution Date~~), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; ~~and (6)~~ sixth, to the ~~Holders of the~~ Class ~~A-AB Certificates,~~ B-1 Certificates in an amount up to the ~~Group 1~~ Class B-1 Unpaid Interest Shortfall; seventh, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal ~~Distribution Amount and (~~Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Paragraph seventh will be reduced by the amount, if ~~applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~any, ~~(2), (3), (4) and (5) above~~ that would have been ~~made on~~ distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eighth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date); ninth, ~~until~~ to the ~~outstanding Certificate Balances~~ Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; tenth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Paragraph tenth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eleventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; twelfth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; thirteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Paragraph thirteenth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; fourteenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; fifteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; sixteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Paragraph sixteenth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; seventeenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; eighteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; nineteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Paragraph nineteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; twentieth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; twenty-first, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; twenty-second, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this Paragraph twenty-second will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; and twenty-third, to the Holder of the Class A-~~AB Certificates~~R Certificate, ~~without regard~~ any amounts remaining in the Upper-Tier Certificate Account, and to the Holder of the Class A-~~AB Scheduled~~ LR Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal ~~Balance~~Balance of any Class (other than the Class A-8, Class A-9, Class A-R or Class A-LR Certificates) has been reduced to zero or, in the case of the Class A-8 or Class A-9 Certificates, after the latter to occur of (i) the Principal Balance of such Class has been reduced to zero or (ii) the Class A-8 IO Component Notional Amount or Class A-9 IO Component Notional Amount, respectively, has been reduced to zero~~; and~~ , such Class will be entitled to no further distributions of principal or interest (b) including, without limitation, any Unpaid Interest Shortfalls). In addition, Net Foreclosure Profits, if any, with respect to ~~the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for~~ such Distribution Date ~~and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced~~ minus any portion thereof payable to ~~zero, the Group 1 Principal Distribution Amount remaining after payments~~ a Servicer pursuant to Section 3.02(ix) hereof shall be distributed to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance~~ Holder of the Class A-~~BP Certificates has been reduced~~ LR Certificate. With respect to ~~zero; and (II) on or after the Cross-Over~~ any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class ~~A-1~~A Certificates (other than the Class A-6, Class ~~A-2~~A-14, Class ~~A-3, Class A-4, Class A-AB~~ A-26 and Class A-BP PO Certificates, ) and any Class of Class B Certificates with a lower numerical designation pro rata (based on their ~~respective Certificate~~ Principal Balances. (ii) Distributions on the Uncertificated Lower-Tier Interests. On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal in an amount equal to the ~~Principal Distribution Amount for such~~ amount of principal distributed to its respective Corresponding Upper-Tier Class, Classes, Component or Components as provided herein. On each Distribution Date, ~~until the Certificate Balance of~~ each ~~of the~~ Uncertificated Lower-Tier Interest (other than to Class ~~A-1, Class A-2, Class A-3, Class A-4~~A-L1, Class A-AB L2, Class A-L3, Class A-L4, Class A-L5, Class A-L7, Class A-L15 and Class A-BP L16 Interests) shall receive distributions in respect of interest (or, in the case of the Class A-L8 and Class A-L12 Interests (with respect to the Class A-12 and Class A-20 Certificates ~~is reduced~~ and the Class A-8 Scheduled Accrual Component and Class A-9 Scheduled Accrual Component) as described below shall have such amounts added to ~~zero~~their principal balances) in an amount (the "Actual Interest Distribution") equal to the Interest Accrual Amounts and distributions in respect of Unpaid Interest Shortfalls, ~~without regard~~ as the case may be, in respect of its Corresponding Upper-Tier Class, Classes, Component or Components, in each case to the extent actually distributed thereon. On each Distribution Date, the Class A-L1 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L1 Interest, (ii) the product of the Class A-L1A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-6 Certificates, (iii) the product of the Class A-L1B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iv) the product of the Class A-L1C Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L2 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L2 Interest, (ii) the product of the Class A-L2A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-6 Certificates, (iii) the product of the Class A-L2B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iv) the product of the Class A-L2C Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L3 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L3 Interest, (ii) the product of the Class A-L3A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-6 Certificates, (iii) the product of the Class A-L3B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iv) the product of the Class A-L3C Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L4 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L4 Interest, (ii) the product of the Class A-L4A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iii) the product of the Class A-L4B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L5 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L5 Interest, (ii) the product of the Class A-L5A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iii) the product of the Class A-L5B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L7 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L7 Interest, (ii) the product of the Class A-L7A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-8 IO Component and (iii) the product of the Class A-L7B Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-9 IO Component. On each Distribution Date, the Class A-L15 Interest shall receive a distribution in respect of interest in an amount equal to the sum of (i) the Actual Interest Distribution for the Class A-L15 Interest and (ii) the product of the Class A-L15A Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-6 Certificates. On each Distribution Date, the Class A-L16 Interest shall receive a distribution in respect of interest equal to the sum of (i) the Actual Interest Distribution for the Class A-L16 Interest and (ii) the product of the Class A-L16 Interest Fraction and the Interest Accrual Amount and any distribution in respect of Unpaid Interest Shortfalls in each case actually distributed on the Class A-6 Certificates. Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount." As of any date, the principal balance of each Uncertificated Lower-Tier Interest equals the Principal Balances of the respective Corresponding Upper-Tier Class, Classes, Component or Components. The initial principal balance of each Uncertificated Lower-Tier Interest equals the Original Principal Balances of the respective Corresponding Upper-Tier Class, Classes, Component or Components. The pass-through rate with respect to the Class A-~~AB Scheduled Principal Balance or Asset Groups; (iii) third~~L1 Interest, Class A-L2 Interest, Class A-L3 Interest, Class A-L4 Interest, Class A-L5 Interest, Class A-L7 Interest, Class A-L8 Interest, Class A-L10 Interest, Class A-L12 Interest, Class A-L18 Interest, Class A-L22 Interest, Class A-L25 Interest, Class A-LUR Interest, Class B-L1 Interest, Class B-L2 Interest, Class B-L3 Interest, Class B-L4 Interest, Class B-L5 Interest and Class B-L6 Interest shall be 6.750% per annum. The pass-through rates with respect to the ~~Holders of the~~ Class ~~A-1 Certificates~~A-L13 Interest, ~~the~~ Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~A-L15 Interest, the Class A-~~AB Certificates~~ L16 Interest and the Class A-~~BP Certificates~~L17 Interest are 8.50% per annum, ~~first up~~ 5.85% per annum, 5.85% per annum and 5.90% per annum, respectively. The Class A-LPO Interest is a principal-only interest and is not entitled to ~~an amount equal~~ distributions of interest. Any Non-Supported Interest Shortfalls will be allocated to each Uncertificated Lower-Tier Interest in the ~~aggregate of unreimbursed Realized Losses previously~~ same relative proportions as interest is allocated to such ~~Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass~~Uncertificated Lower-~~Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~Tier Interest. (ivb) ~~fourth, to the Holders of the~~ The Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 CertificatesA-6, Class ~~A-2 Certificates,~~ A-14 and Class ~~A-3 Certificates, Class A-4 Certificates, Class A~~A-26 Certificates are interest-AB only Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tare not en

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Sec Corp Mort Pass THR Cert Ser 1998-25 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Pool Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Pool Distribution Amount is sufficient therefor, in the manner and ~~possible, each~~ in the order of priority ~~before making any distribution with respect to any succeeding priority: (i)~~ as follows: first, to the ~~Holders~~ Classes of Class A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the sum of the Class ~~A-1~~ A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Class A Certificates, in each case in accordance with Section 4.01(b); second, to the Classes of Class A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, respectively, in an aggregate amount up to the sum of the Aggregate Class A Unpaid Interest Shortfall; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Class A Certificates, in each case in accordance with Section 4.01(b); third, concurrently, to the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ A Certificates (other than the Class A-AB PO Certificates, ) and the Class A-BP PO Certificates, ~~the~~ pro rata, based on their respective Class XA Non-~~A Certificates~~PO Optimal Principal Amount and Class A-PO Optimal Principal Amount, ~~the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows:~~ (A) to the Classes of Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A Certificates ~~and~~ (other than the Class A-AB PO Certificates), ~~from the portion of Available Funds attributable~~ in an aggregate amount up to the ~~Group 1 Assets for~~ Class A Non-PO Optimal Principal Amount, such ~~Distribution Date~~distribution to be allocated among such Classes in accordance with Section 4.01(b) or Section 4.01(c), ~~up to an amount equal to~~as applicable, and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the ~~Group 1~~ Class A-PO Optimal Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zeroAmount; ~~(4)~~ fourth, to the ~~Holders of the~~ Class ~~A-3 Certificates,~~ A-PO Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class A-PO Deferred Amount ~~and~~ from amounts otherwise distributable (~~if applicable~~without regard to this Paragraph fourth) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of first to the Class ~~A-3~~ B-6 Certificates ~~has been reduced~~ pursuant to ~~zero~~Paragraph twenty-second, below, second to the Class B-5 Certificates pursuant to Paragraph nineteenth, below, third to the Class B-4 Certificates pursuant to Paragraph sixteenth, below, fourth to the Class B-3 Certificates pursuant to Paragraph thirteenth, below, fifth to the Class B-2 Certificates pursuant to Paragraph tenth below, and sixth to the Class B-1 Certificates pursuant to Paragraph seventh below; ~~(5)~~ fifth, to the ~~Holders of the~~ Class ~~A-4 Certificates,~~ B-1 Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Interest Accrual Amount ~~and (if applicable)~~ for the ~~Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on~~ Class B-1 Certificates with respect to such Distribution Date~~), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; ~~and (6)~~ sixth, to the ~~Holders of the~~ Class ~~A-AB Certificates,~~ B-1 Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Class B-1 Unpaid Interest Shortfall; seventh, ~~(2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ to the Class ~~A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates,~~ B-1 Certificates in an amount up to the ~~Group 2~~ Class B-1 Optimal Principal ~~Distribution~~ Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Paragraph seventh will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eighth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution ~~Date and~~Date; ninth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; tenth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Paragraph tenth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eleventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; twelfth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; thirteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Paragraph thirteenth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; fourteenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; fifteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; sixteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Paragraph sixteenth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; seventeenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; eighteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; nineteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Paragraph nineteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; twentieth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; twenty-first, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; twenty-second, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this Paragraph twenty-second will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; and twenty-third, to the Holder of the Class A-R Certificate. Notwithstanding the foregoing, after the ~~Certificate Balances~~ Principal Balance of any Class (other than the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and~~ Class A-~~AB Certificates have~~ R Certificate) has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). In addition, Net Foreclosure Profits, if any, with respect to such Distribution Date minus any portion thereof payable to a Servicer pursuant to Section 3.02(ix) hereof shall be distributed to the ~~Group 1~~ Holder of the Class A-R Certificate. With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their Principal Balances. (b) On each Distribution Date occurring prior to the Cross-Over Date, the Class A Non-PO Principal Distribution Amount ~~remaining after payments to~~ will be allocated among and distributed in reduction of the Principal Balances of the Classes of Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A Certificates ~~and Class A-AB Certificates have been made on such Distribution Date, until~~ (other than the ~~Certificate~~ Principal Balance of the Class A-~~BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ PO Certificates~~, pro rata (based on their respective Certificate Balances~~) in ~~an amount equal to~~ accordance with the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tfollowing priorities:

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Sec Corp Mort Pass THR Cert Ser 1998-33 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Paying Agent will make distributions on the Certificates as follows: I. Distributions on the Group I Certificates. (i) Interest and principal (as applicable) on the Certificates of each Certificate Group in Loan Group I will be distributed by the Paying Agent monthly on each Distribution Date, commencing in March 2007, in an amount equal to the Available Funds for the related Sub-Loan Group on deposit in the Distribution Account in respect of each Sub-Loan Group in Loan Group I for such Distribution Date. On each Distribution Date, the Paying Agent will withdraw from the Distribution Account the Available Funds with respect to each Sub-Loan Group in Loan Group I for such Distribution Date and apply such amounts as follows: (A) On each Distribution Date, the Available Funds for Sub-Loan Group I-1 will be distributed to the Class I-A-1A Certificates, Class I-A-1B Certificates and Class I-PO Certificates as follows: first, to the Class I-A-1A and Class I-A-1B Certificates, the Accrued Certificate Interest on each such Class for such Distribution Date, pro rata, based on the Accrued Certificate Interest owed to each such class; provided, however, that Accrued Certificate Interest on the Class I-A-1A and Class I-A-1B Certificates is subject to reduction in the event of certain Net Interest Shortfalls and the interest portion of Realized Losses on the Sub-Loan Group I-1 Mortgage Loans allocable thereto, as set forth in clause (iii) below and Section 5.04A; second, to the Class I-A-1 and Class I-A-1B Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, pro rata, based on the undistributed Accrued Certificate Interest owed to each such Class, to the extent of remaining Available Funds for Sub-Loan Group I-1; third, to the Class I-A-1 and Class I-A-1B Certificates, in reduction of their Certificate Principal Balances, the Senior Optimal Principal Amount with respect to Sub-Loan Group I-1 for such Distribution Date, pro rata, based on their respective Certificate Principal Balances, to the extent of remaining Available Funds for Sub-Loan Group I-1, until each such Certificate Principal Balance has been reduced to zero; fourth, to the Class I-PO Certificates, the Class I-PO Certificate Principal Distribution Amount for such Distribution Date, to the extent of remaining Available Funds for Sub-Loan Group I-1, until the Certificate Principal Balance thereof has been reduced to zero; and fifth, to the Class I-PO Certificates, the Class I-PO Certificate Deferred Amount, to the extent of remaining Available Funds for Sub-Loan Group I-1, provided, that (i) on any Distribution Date, distributions pursuant to this priority fifth shall not exceed the excess, if any, of (x) Available Funds for Sub-Loan Group I-1 remaining after giving effect to distributions pursuant to priority first through fourth above over (y) the sum of the amount of Accrued Certificate Interest for such Distribution Date and Accrued Certificate Interest remaining undistributed from previous Distribution Dates on all classes of Group I Subordinate Certificates then outstanding, (ii) such distributions shall not reduce the Certificate Principal Balance of the Class I-PO Certificates and (iii) no distribution will be made in respect of the Class I-PO Certificate Deferred Amount on or after the Cross-over Date. (B) On each distribution date, the Available Funds for Sub-Loan Group I-2 will be distributed to the Class I-A-2A and Class I-A-2B Certificates as follows: first, to the Class I-A-2A and Class I-A-2B Certificates, the Accrued Certificate Interest on each such Class for such Distribution Date, pro rata, based on the Accrued Certificate Interest owed to each such Class; provided, however, that Accrued Certificate Interest on the Class I-A-2A and Class I-A-2B Certificates is subject to reduction in the event of certain Net Interest Shortfalls and the interest portion of Realized Losses on the Sub-Loan Group I-2 Mortgage Loans allocable thereto, as set forth in clause (iii) below and Section 5.04A; second, to the Class I-A-2A and Class I-A-2B Certificates, any Accrued Certificate Interest on each such Class remaining undistributed from previous Distribution Dates, pro rata, based on the undistributed Accrued Certificate Interest owed to each such Class, to the extent of remaining Available Funds for Sub-Loan Group I-2; and third, to the Class I-A-2A and Class I-A-2B Certificates, in reduction of their respective Certificate Principal Balances, the Senior Optimal Principal Amount with respect to Sub-Loan Group I-2 for such Distribution Date, pro rata, based on their respective Certificate Principal Balances, to the extent of remaining Available Funds for Sub-Loan Group I-2, until each such Certificate Principal Balance has been reduced to zero. (C) On each distribution date, the Available Funds for Sub-Loan Group I-3 will be distributed to the Class I-A-3A, Class I-A-3B and Class I-X Certificates as follows: first, to the Class I-A-3A, Class I-A-3B and Class I-X Certificates, the Accrued Certificate Interest on each such Class for such Distribution Date, pro rata, based on the Accrued Certificate Interest owed to each such Class; provided, however, that Accrued Certificate Interest on the I-A-3A, Class I-A-3B and Class I-X Certificates is subject to reduction in the event of certain Net Interest Shortfalls and the interest portion of Realized Losses on Sub-Loan Group I-3 Mortgage Loans allocable thereto, as set forth in clause (iii) below and Section 5.04A; second, to the I-A-3A, Class I-A-3B and Class I-X Certificates, any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, pro rata, based on the undistributed Accrued Certificate Interest owed to each such Class, to the extent of remaining Available Funds for Sub-Loan Group I-3; and third, to the I-A-3A and Class I-A-3B Certificates, in reduction of their respective Certificate Principal Balances, the Senior Optimal Principal Amount with respect to Sub-Loan Group I-3 for such Distribution Date, pro rata, based on their respective Certificate Principal Balances, to the extent of remaining Available Funds for Sub-Loan Group I-3, until each such Certificate Principal Balance has been reduced to zero. (D) Except as provided in clauses (E) and (F) below, on each Distribution Date on or prior to the Distribution Date on which the Certificate Principal Balances of the Group I Subordinate Certificates are reduced to zero, such date being referred to herein as the Cross-Over Date, an amount equal to the remaining Available Funds for all Sub-Loan Groups in Loan Group I after the distributions set forth in clauses (A) through (C) above, will be distributed, sequentially, to the Class I-B-1, Class I-B-2, Class I-B-3, Class I-B-4, Class I-B-5 and Class I-B-6 Certificates, in that order, in each case up to an amount equal to and in the following order: (a) the Accrued Certificate Interest thereon for such Distribution Date, (b) any Accrued Certificate Interest thereon remaining undistributed from previous Distribution Dates, and (c) such Class's Allocable Share for such Distribution Date, in each case, to the extent of the remaining Available Funds for Loan Group I. (E) On each Distribution Date prior to the Cross-Over Date but after the reduction of the aggregate Certificate Principal Balance of the Group I Senior Certificates (other than the Class I-X and Class I-PO Certificates) in any Certificate Group or Groups to zero, the remaining Certificate Groups will be entitled to receive in reduction of their Certificate Principal Balances, pro rata, based upon the aggregate Certificate Principal Balance of the Group I Senior Certificates in each Certificate Group immediately prior to such Distribution Date, in addition to any Principal Prepayments related to such remaining Senior Certificates' respective Sub-Loan Group allocated to such Group I Senior Certificates, 100% of the Principal Prepayments on any Mortgage Loan in the Sub-Loan Group or Groups relating to the fully paid Certificate Group or Groups. Such amounts allocated to the Group I Senior Certificates shall be treated as part of the Available Funds for the related Sub-Loan Group and distributed as part of the related Senior Optimal Principal Amount in accordance with the priorities set forth in clause third in each of clauses (A) through (C) above, in reduction of the Certificate Principal Balances thereof. (F) If on any Distribution Date on which the aggregate Certificate Principal Balance of the Group I Senior Certificates (other than the Class I-X and Class I-PO Certificates) in a Certificate Group would be greater than the aggregate Stated Principal Balance of the Mortgage Loans in its related Sub-Loan Group and any Group I Subordinate Certificates are still outstanding, in each case, after giving effect to distributions to be made on such Distribution Date, (i) 100% of amounts otherwise allocable to the Group I Subordinate Certificates in respect of principal will be distributed to such Group I Senior Certificates in reduction of the Certificate Principal Balances thereof, until the aggregate Certificate Principal Balance of such Group I Senior Certificates is equal to the aggregate Stated Principal Balance of the Mortgage Loans in the related Sub-Loan Group, and (ii) the Accrued Certificate Interest otherwise allocable to the Group I Subordinate Certificates on such Distribution Date will be reduced and distributed to the related Group I Senior Certificates (other than the Class I-PO Certificates), to the extent of any amount due and unpaid on such Group I Senior Certificates, in an amount equal to the Accrued Certificate Interest for such Distribution Date on the excess of (x) the aggregate Certificate Principal Balance of such Group I Senior Certificates over (y) the aggregate Stated Principal Balance of the Mortgage Loans in the related Sub-Loan Group. Any such reduction in the Accrued Certificate Interest on the Group I Subordinate Certificates will be allocated first to the Group I Subordinate Certificates in reverse order of their respective numerical designations, commencing with the Class I-B-6 Certificates. If there exists more than one undercollateralized Certificate Group on a Distribution Date, amounts distributable to such undercollateralized Certificate Groups pursuant to this clause will be allocated among such undercollateralized Certificate Groups, pro rata, based upon the amount by which their respective aggregate Certificate Principal Balances exceed the aggregate Stated Principal Balance of the Mortgage Loans in their respective Sub-Loan Groups. (G) If, after distributions have been made pursuant to priorities first and second of clauses (A) through (C) above on any Distribution Date, the remaining Available Funds for any Sub-Loan Group in Loan Group I is less than the Senior Optimal Principal Amount for that Sub-Loan Group plus, in the case of Sub-Loan Group I-1, the Class I-PO Certificate Principal Distribution Amount, the Senior Optimal Principal Amount for that Sub-Loan Group and, in the case of Sub-Loan Group I-1, the Class I-PO Certificate Principal Distribution Amount, shall be reduced by that amount, and the remaining Available Funds for that Sub-Loan Group will be distributed as principal among the related Classes of Group I Senior Certificates (other than the Class I-X Certificates), pro rata, based on their respective Certificate Principal Balances. Notwithstanding any reduction in principal distributable to the Class I-PO Certificates pursuant to this clause, the principal balance of the Class I-PO Certificates shall be reduced not only by principal so distributed but also by the difference between (i) principal distributable to the Class I-PO Certificates in accordance with priority fourth of clause (A) above, and (ii) principal actually distributed to the Class I-PO Certificates after giving effect to this clause (such difference for the Class I-PO Certificates, the "Class I-PO Certificate Cash Shortfall"). The Class I-PO Certificate Cash Shortfall for the Class I-PO Certificates with respect to any Distribution Date will be added to the Class I-PO Certificate Deferred Amount. (ii) No Accrued Certificate Interest will be payable with respect to any Class of Group I Certificates after the Distribution Date on which the Certificate Principal Balance or Notional Amount of such Certificate has been reduced to zero. (iii) If on any Distribution Date the Available Funds for any Sub-Loan Group in Loan Group I is less than Accrued Certificate Interest on the related Group I Senior Certificates for that Distribution Date, prior to reduction for Net Interest Shortfalls and the interest portion of Realized Losses on the related Mortgage Loans allocable thereto, the shortfall will be allocated among the Holders of each Class of related Group I Senior Certificates (other than the Class I-PO Certificates) in proportion to the respective amounts of Accrued Certificate Interest for that Distribution Date that would have been allocated thereto in the absence of such Net Interest Shortfalls and/or Realized Losses for such Distribution Date. In addition, the amount of any such interest shortfalls with respect to the Mortgage Loans in the related Sub-Loan Group will constitute unpaid Accrued Certificate Interest and will be distributable to Holders of the related Group I Certificates entitled to such amounts on subsequent Distribution Dates, to the extent of the Available Funds for the related Sub-Loan Group remaining after current interest distributions as set forth in clauses (A) through (C) above. Any such amounts so carried forward will not bear interest. Any interest shortfalls will not be offset by a reduction in the servicing compensation of the Servicer or otherwise, except to the limited extent described in the following paragraph with respect to Prepayment Interest Shortfalls. (iv) On each Distribution Date, ~~the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ all amounts transferred from the ~~Lower-Tier REMIC~~ Class P Reserve Account representing Prepayment Charges in respect of the Prepayment Charge Loans in Loan Group I received during the related Prepayment Period will be withdrawn from the Distribution Account and distributed by the Paying Agent to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders holders of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A~~I-~~AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ P Certificates and ~~the Class X-B Certificates, in respect of interest, concurrently, as follows: (A)~~ shall not be available for distribution to the holders of any other Class ~~A-1~~ of Certificates~~, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to~~ II. Distributions on the Group ~~1 Assets for such~~ II Certificates. On each Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest ~~Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates~~ Funds and ~~Class X-B Certificates, from Available~~ Principal Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be ~~allocated among all those Classes of Certificates up to an amount equal to,~~ withdrawn by the Paying Agent from the Distribution Account and ~~pro rata~~ distributed as directed in accordance ~~with,~~ with the ~~respective Interest Distribution Amount~~ Remittance Report for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the ~~following priority:~~ manner set forth in clauses (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Datei), ~~until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero;~~ (~~3) third~~ii), ~~to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and~~ (~~if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1~~iii) and (2iv) ~~above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero;~~ below: (4i) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount The Paying Agent shall apply Interest Funds for such Distribution Date ~~and~~as follows: first, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal on each Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) Date on or after the ~~Cross-Over Date~~Distribution Date in March 2017, if applicable, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereofFinal Maturity Reserve Account, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates coupon strip for such Distribution Date~~; (xvii) seventeenth~~; second, ~~after~~ from remaining Interest Funds, to each Class of Class II-A Certificates, Current Interest and then any Interest Carry Forward Amount for each such Class, pro rata, based on the ~~Certificate Balances~~ amounts of Current Interest and Interest Carry Forward Amount, as applicable, due to each such Class; third, from remaining Interest Funds, to the Class A II-M-1 Certificates, the Class B II-M-2 Certificates, the Class ~~C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E~~II-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A M-3 Certificates, the Class B II-M-4 Certificates and the Class II-M-5 Certificates, ~~the Class C Certificates and Class D Certificates have been made on~~ sequentially, in that order, Current Interest for each such ~~Distribution Date)~~Class; fourth, ~~until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth~~any Excess Spread, to the ~~Holders~~ extent necessary to meet a level of ~~the Class E-RR Certificates, first up to an amount~~ overcollateralization equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class~~Specified Overcollateralization Amount, ~~then interest on that amount at~~ will be the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Extra Principal Distribution Amount ~~in respect~~ and will be included as part of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount; and fifth, any Remaining Excess Spread will be added to any Excess Overcollateralization Amount and will be included in Excess Cashflow and applied as described under clause (or iii), below. On any Distribution Date, any shortfalls on Mortgage Loans in Loan Group II resulting from the ~~portion thereof remaining after any distributions in respect~~ application of the ~~Class A Certificates~~Relief Act or similar state laws, ~~Class B Certificates, Class C Certificates, Class D Certificates~~ and ~~Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first,~~ any Prepayment Interest Shortfalls to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance te

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities Trust 2007-Sd2)

Distributions. (ai) ~~[Reserved]~~On each Distribution Date, amounts held in the REMIC I Distribution Account shall be withdrawn or deemed to be withdrawn (to the extent of the Available Distribution Amount, the "REMIC I Distribution Amount") in the case of all Classes of REMIC I Regular Interests and distributed or deemed to be distributed on the REMIC I Regular Interests as set forth in Section 4.01(a)(ii) and distributed on the Class R-I Certificates as set forth in Section 4.01(a)(iii). Thereafter, until distributed to the Certificateholders, such amounts shall be considered to be held in the REMIC II Distribution Account. (ii) Principal and interest amounts, reimbursement of Realized Losses and Additional Trust Fund Expenses and timing of distributions on each REMIC I Regular Interest will be identical to such amounts, reimbursements and timing on the related Corresponding Certificates; except that, solely for this purpose, all calculations of interest with respect to the Corresponding REMIC I Regular Interests shall be made as though the Class A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A, Class A-SM, Class A-M, Class A-J, C▇▇▇▇ ▇, ▇▇▇▇▇ ▇, ▇▇▇▇▇ ▇, ▇▇▇ss E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class O, Class P, Class Q and Class S Certificate Pass-Through Rates were equal to the Weighted Average Adjusted Net Mortgage Rate and as though the Class XW Notional Amount were zero at all times and such that the amounts and timing of interest distributions on each Corresponding REMIC I Regular Interest represent the aggregate of the corresponding amounts on each Class of Corresponding Certificates and its related Component of the Class XW Certificates; provided that (A) interest shall be deemed distributed on such REMIC I Regular Interest only in the same priority and to the extent actually distributable on such related Class of Corresponding Certificates or related Component and (B) interest distributable on the Class XW Certificates shall be distributable pro rata among the related Components. (iii) Any amount that remains in the REMIC I Distribution Account on each Distribution Date after distribution of the REMIC I Distribution Amount and Prepayment Premiums allocable to the REMIC I Regular Interests pursuant to Section 4.01(c)(iv) shall be distributed to the Holders of the Class R-I Certificates (but only to the extent of the Available Distribution Amount for such Distribution Date remaining in the REMIC I Distribution Account, if any). (b) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall transfer or be deemed to transfer the ~~Lower-Tier~~ REMIC I Distribution Amount from the ~~Lower-Tier~~ REMIC I Distribution Account to the ~~Upper-Tier~~ REMIC II Distribution Account in the amounts ~~and priorities~~ set forth in Section ~~4.01(d~~4.01(a)(ii) with respect to each Class of ~~Lower-Tier~~ REMIC I Regular ~~Interests~~Interest, and immediately thereafter, shall make distributions thereof from the ~~Upper-Tier~~ REMIC II Distribution Account to the REMIC II Certificates in the ~~following~~ order of ~~priority~~priority set forth in clauses (i) through (lxi) immediately below, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority:. (i) ~~first~~concurrently, (a) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class ~~A-1~~ A-1, Class A-2, Class A-3, Class A-4A, Class A-4B and Class A-4BF Certificates, ~~the Class A-2 Certificates~~pro rata, ~~the Class A-3 Certificates~~as among such Classes in accordance with, ~~the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ all Distributable Certificate Interest in respect of ~~interest, concurrently, as follows: (A) to the~~ each such Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ of Certificates ~~and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (b) from the Loan Group 2 Available Distribution Amount, distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior distribution dates, if any; and (c) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, distributions of interest to the Holders of the Class XW Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the Class A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A and Class XW Certificates without re▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇p, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to the~~ Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date ~~shall be allocated among~~ and, to the extent not previously paid, for all ~~those Classes of Certificates up to an amount equal to~~prior Distribution Dates, ~~and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~if any; (ii) ~~second,~~ to distributions of principal to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 CertificatesA-1, Class ~~A-2 Certificates~~A-2, Class ~~A-3 Certificates~~A-3, Class ~~A-4 Certificates~~ A-4A, Class A-4B, Class A-4BF and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: A-1A Certificat▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇alances thereof concurrently (1A)(1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclause (1) above~~ payments to Holders of the Class A-1A Certificates have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class A-1 Certificates has been reduced to zero; (2) second, to the Holders of the Class A-2 Certificates in an amount up to the Loan Group 1 Principal Distribution Amount and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to Holders of the Class A-1A Certificates and the Class A-1 Certificates have been made on such Distribution Date, until the outstanding Class Principal Balances of the Class A-2 Certificates have been reduced to zero; (3) third, to the Holders of the Class ~~A-2 Certificates~~ A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses (1)~~ payments to Holders of the Class A-1A Certificates and ~~(2) above~~ the Class A-1 and Class A-2 Certificates have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-2~~ A-3 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class ~~A-3~~ A-4A Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses (1)~~payments to Holders of the Class A-1A Certificates and the Class A-1, ~~(2)~~ Class A-2 and ~~(3) above~~ Class A-3 Certificates have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-3~~ A-4A Certificates has been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ A-4B and Class A-4BF Certificates, pro rata, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining~~ and, after ~~any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until~~ the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-4~~ A-1A Certificates has been reduced to zero~~; and (6) sixth~~, to the ~~Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the~~ Loan Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to Holders of the Class ~~A-1 Certificates~~A-1A, Class ~~A-2 Certificates~~A-1, Class A-2, Class A-3 ~~Certificates, Class A-4 Certificates~~ and Class ~~A-AB~~ A-4A Certificates have been made on such Distribution Date, until the ~~Certificate Balance~~ Class Principal Balances of the Class ~~A-BP~~ A-4B and the Class A-4BF Certificates ~~has~~ have been reduced to zero; and (IIB) ~~on or after the Cross-Over Date,~~ to the Holders of the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A-1A Certificates, ~~pro rata (based on their respective Certificate Balances)~~ in an amount ~~equal~~ up to the Loan Group 2 Principal Distribution Amount ~~for such Distribution Date~~and, ~~until~~ after the ~~Certificate~~ outstanding Class Principal Balance ~~of each~~ of the Class A-1, Class A-2, Class A-3, Class ~~A-4~~A-4A, Class ~~A-AB~~ A-4B and Class ~~A-BP~~ A-4BF Certificates is have been reduced to zero, ~~without regard~~ the Loan Group 1 Principal Distribution Amount remaining after payments to Holders of the Class ~~A-AB Scheduled~~ A-1, Class A-2, Class A-3, Class A-4A, Class A-4B and Class A-4BF Certificates have been made on such Distribution Date, until the Class Principal Balance ~~or Asset Groups~~of the Class A-1A Certificates has been reduced to zero; (iii) ~~third,~~ to reimburse the Holders of the Class ~~A-1~~ A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF and Class A-1A Certificates, ~~the Class A-2 Certificates~~up ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇, ▇▇▇ ▇▇▇ ▇▇ta as among such Classes in accordance with, the ~~Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate~~ respective amounts of ~~unreimbursed~~ Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class Principal Balance of such Classes ~~pro rata (based upon the aggregate unreimbursed Realized Losses~~ and for which no reimbursement has previously ~~allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~been paid; (iv) ~~fourth,~~ to distributions of interest to the Holders of the Class A-~~S Certificates,~~ SM Certificates in ~~respect of interest, up to~~ an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (v) ~~fifth, after~~ if the ~~Certificate~~ Class Principal Balances of the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-2, Class ~~A-3 Certificates~~A-3, Class ~~A-4 Certificates~~A-4A, Class ~~A-AB Certificates~~ A-4B, Class A-4BF and Class ~~A-BP~~ A-1A Certificates ~~have been reduced to zero~~▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇utions of principal to the Holders of the Class A-S SM Certificates in ~~reduction of the Certificate Balance thereof, up to~~ an amount ~~equal~~ (not to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ exceed the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate~~ Principal Balance of the Class A-S SM Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (vi) ~~sixth,~~ to distributions to the Holders of the Class A-~~S Certificates, first up to~~ SM Certificates in an amount equal ~~to the aggregate of unreimbursed~~ to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to ~~such Class, then interest on~~ the Class Principal Balance of the Class A-SM Certificates and that ~~amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated~~ remain unreimbursed immediately prior to such ~~Class~~Distribution Date; (vii) ~~seventh~~to distributions of interest to the Holders of the Class A-M Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (viii) if the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A and Class A-SM Certificates have bee▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, to distributions of principal to the Holders of the Class A-M Certificates in an amount (not to exceed the Class Principal Balance of the Class A-M Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (ix) to distributions to the Holders of the Class A-M Certificates in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the Class Principal Balance of the Class A-M Certificates and that remain unreimbursed immediately prior to such Distribution Date; (x) to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xi) if the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A, Class A-SM and Class A-M Certificat▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇, to distributions of principal to the Holders of the Class A-J Certificates in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xii) to distributions to the Holders of the Class A-J Certificates in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the Class Principal Balance of the Class A-J Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xiii) to distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiv) if the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A, Class A-SM, Class A-M and Class A-J ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ed to zero, to distributions of principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xv) to distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the Class Principal Balance of the Class B Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xvi) to distributions of interest to the Holders of the Class C Certificates, in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~xvii) ~~eighth, after~~ if the ~~Certificate~~ Class Principal Balances of the Class ~~A Certificates have been~~ A-1, Class A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A, Class A-SM, Class A-M, Class A-J an▇ ▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇een reduced to zero, to ~~the Holders~~ distributions of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xviii) to distributions to the Holders of the Class C Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the Class Principal Balance of the Class C Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xix) to distributions of interest to the Holders of the Class D Certificates, in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (xixx) ~~eleventh, after~~ if the ~~Certificate~~ Class Principal Balances of the Class ~~A Certificates and the~~ A-1, Class ~~B Certificates~~ A-2, Class A-3, Class A-4A, Class A-4B, Class A-4BF, Class A-1A, Class A-SM, Class A-M, Class A-J, C▇▇▇▇ ▇ ▇▇▇ ▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇▇▇▇es have been reduced to zero, to ~~the Holders~~ distributions of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, principal to the Holders of the Class D Certificates, in an amount (not to exceed the Class Principal Balance of the Class D Certificates ~~and~~ outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xxi) to distributions to the Holders of the Class X-D Certificates, in ~~respect of interest, up to~~ an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the ~~respective~~ Class Principal Balance of the Class D Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xxii) to distributions of interest to the Holders of the Class E Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amounts~~ in respect of such Class of Certificates for such Distribution ~~Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero~~Date and, to the ~~Holders of the Class D Certificates~~extent not previously paid, ~~in reduction of the Certificate Balance thereof, an amount equal to the Principal~~ for all prior Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution DateDates; (xxiii) ~~twenty-third, after~~ if the ~~Certificate~~ Class Principal Balances of the Class ~~A Certificates~~A-1, Class ~~B Certificates~~A-2, Class ~~C Certificates~~A-3, Class ~~D Certificates~~A-4A, Class ~~E-RR Certificates and Class F-RR Certificates have been reduced to zero~~A-4B, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tClas

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc., Series 2008-Ls1)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Group I Pool Distribution Amount ~~from the Lower-Tier REMIC~~ and Group II Pool Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Amount will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Group I Pool Distribution Amount and ~~possible~~Group II Pool Distribution Amount are sufficient therefor, ~~each~~ in the manner and in the order of priority ~~before making any distribution~~ as follows, subject to adjustment in accordance with ~~respect to any succeeding priority~~Section 4.01(b)(iii) below: (i) ~~first,~~ with respect to the ~~Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ Group I-A Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~and Group II-A Certificates, from the ~~Class X-BP Certificates~~ Group I Pool Distribution Amount and ~~the Class X-B Certificates~~Group II Pool Distribution Amount, ~~in respect of interest, concurrently~~respectively, as follows: : first, (A) to the ~~Class A-1~~ Classes of Group I-A Certificates, ~~Class A-2 Certificates~~pro rata, ~~Class A-3 Certificates~~based upon their respective Interest Accrual Amounts, ~~Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ in an aggregate amount up to the Group ~~1 Assets for~~ I-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the Accretion Termination Date, ~~up to~~ an amount equal toto the amount that would otherwise be distributable in respect of interest to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, ~~and pro rata~~ in each case in accordance ~~with, the respective Interest Distribution Amount for such Classes;~~ with Section 4.01(b) or (B) to the ~~Class A~~Classes of Group II-~~BP Certificate~~A Certificates, ~~from the portion of Available Funds attributable~~ pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the ~~BP Freely Prepayable Note in Asset~~ Group ~~2 for~~ II-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; provided that prior to the Accretion Termination Date, an amount equal to the ~~Interest Distribution Amount for such Class; and (C)~~ amount that would otherwise be distributable in respect of unpaid interest shortfalls to the ~~Class X~~Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in each case in accordance ~~with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient~~ with Section 4.01(b) or (B) to ~~pay in full the total amount of interest to be paid to any of~~ the Classes of ~~Certificates described~~ Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in ~~this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total~~ an aggregate amount ~~of interest to be paid~~ up to the ~~Class~~ Aggregate Group II-A Unpaid Interest Shortfall; third, (A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) ~~second~~concurrently, to the ~~Holders of~~ Group I-A Certificates (other than the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ I-A-~~AB Certificates~~ PO Certificates) and the Class I-A-~~BP Certificates in reduction of the Certificate Balances thereof:~~ PO Certificates, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (~~I) prior to the Cross-Over Date (a~~1) to the Classes of Group I-A Certificates (other than the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class~~ I-A-AB PO Certificates), in an aggregate amount up to the Group 1 I-A Non-PO Optimal Principal ~~Distribution Amount for~~ Amount, such ~~Distribution Date and~~distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), ~~after the Certificate Balance of the Class A-BP Certificates has been reduced to zero~~as applicable, ~~the Group 2 Principal Distribution Amount remaining after payments~~ and (2) to the Class I-A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the Class I-A-PO Optimal Principal Amount or (B) concurrently, to the Group 1 II-A Certificates (other than the Class II-A-PO Certificates) and the Class II-A-PO Certificates, pro rata, based on their respective Group II-A Non-PO Optimal Principal ~~Distribution~~ Amount and ~~(if applicable) the Group 2~~ Class II-A-PO Optimal Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses~~ Amount, (1) to the Classes of Group II-A Certificates (other than the Class II-A-PO Certificates), in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) ~~above have been made on~~ to the Class II-A-PO Certificates in an amount up to the Class II-A-PO Optimal Principal Amount; fourth, (A) to the Class I-A-PO Certificates in an amount up to the Class I-A-PO Deferred Amount from amounts otherwise distributable (without regard to this Clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to Clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to Clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to Clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to Clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to Clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to Clause (ii) Paragraph third below or (B) to the Class II-A-PO Certificates in an amount up to the Class II-A-PO Deferred Amount from amounts otherwise distributable (without regard to this Clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to Clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to Clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to Clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to Clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to Clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to Clause (ii) Paragraph third below; provided, however, to the extent necessary to reduce the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount to zero, any amounts otherwise distributable to a Class of Class B Certificates will be allocated pro rata between the Class I-A-PO Deferred Amount and the Class II-A-PO Deferred Amount; and (ii) to the Class B Certificates, from the Group I Pool Distribution Amount and Group Pool II Distribution Amount, subject to Section 4.01(b)(iii), as follows: first, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; second, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; third, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; fourth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; fifth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; sixth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; seventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; eighth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; ninth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; tenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eleventh, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; twelfth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; thirteenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; fourteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; fifteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; sixteenth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; seventeenth, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; eighteenth, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this Clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class I-A-PO Deferred Amount and Class II-A-PO Deferred Amount as provided in Clause (i) Paragraph fourth above; and nineteenth, to the Holder of the Class I-A-R Certificate. Notwithstanding the foregoing, after the Principal Balance of any Class (other than the Class I-A-R Certificate) has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, ~~until~~ the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class I-A-PO and Class II-A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding ~~Certificate~~ Principal Balances. (i) On each Distribution Date prior to the Cross-Over Date, the Group I-A Non-PO Principal Distribution Amount will be allocated and distributed in reduction of the Principal Balances of the Classes of Group I-A Certificates (other than the Principal Balance of the Class ~~A-2 Certificates~~ I-A-PO Certificates) as follows: I. On each Distribution Date occurring prior to the Accretion Termination Date, the Accrual Distribution Amount will be allocated, sequentially, to the Class I-A-2, Class I-A-1 and Class I-A-5 Certificates, in that order, until the Principal Balance of each such Class has been reduced to zero; ~~(4) fourth,~~ and II. On each Distribution Date prior to the ~~Holders~~ Cross-Over Date, the Group I-A Non-PO Principal Amount will be allocated and distributed in reduction of the ~~Class A-3 Certificates, in an amount up to~~ Principal Balances of the Classes of Group 1 I-A Certificates (other than the Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-3 Certificates~~ I-A-PO Certificates) as follows: first, to the Class I-A-R Certificate, until the Principal Balance thereof has been reduced to zero; ~~(5) fifth~~second, to the ~~Holders of the~~ Class I-A-4 Certificates, ~~in an amount up to~~ the ~~Group 1 Principal Distribution~~ lesser of (i) the Priority Amount and (~~if applicable~~ii) 98.6% of the Group 2 I-A Non-PO Principal ~~Distribution Amount (or~~ Amount; third, sequentially, to the ~~portion thereof remaining after any distributions specified~~ Class I-A-1, Class I-A-2, Class I-A-5 and Class I-A-3 Certificates, in ~~subclauses (1), (2), (3) and (4) above have been made on such Distribution Date)~~that order, until the ~~outstanding Certificate~~ Principal Balance of ~~the~~ each such Class ~~A-4 Certificates~~ has been reduced to zero; and ~~(6) sixth~~fourth, to the ~~Holders of the~~ Class AI-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB A-4 Certificates, without regard to the ~~Class A-AB Scheduled Principal Balance, has been reduced~~ amount calculated pursuant to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount priority second above for such Distribution Date, until the ~~Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled~~ Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Asset Securities Corp)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates~~ Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-BP SB Certificates, the Class X-A Certificates, the Class X-BP B Certificates and the Class X-~~B Certificates~~C Certificates and the Class A-2FL/2FX Regular Interest, pro rata (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the aggregate Interest Distribution Amount ~~for~~ in respect of such ~~Class; and (C) to the Class X-A Certificates, Class X-BP~~ Classes of Certificates ~~and Class X-B Certificates, from Available Funds~~ for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-BP SB Certificates and the Class A-2FL/2FX Regular Interest in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB SB Certificates has been reduced to the Class A-~~AB Scheduled~~ SB Planned Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates and the Class A-2FL/2FX Regular Interest, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the ~~outstanding~~ respective Certificate ~~Balance~~ Balances of the Class A-2 Certificates ~~has~~ and the Class A-2FL/2FX Regular Interest have been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-5 Certificates, in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2~~ Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), ) (2), ) (3), ) (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class ~~A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ A-5 Certificates has been reduced to zero; and (b7) seventh, to the Holders of the Class A-BP SB Certificates, in an amount up to the ~~Group 2~~ Principal Distribution Amount ~~for such Distribution Date and, after~~ (or the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount portion thereof remaining after ~~payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ any distributions specified in subclauses (1) (2) (3) (4) (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-BP SB Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-~~BP Certificates~~SB Certificates and the Class A-2FL/2FX Regular Interest, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates and the Class A-2FL/2FX Regular Interest is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates and the Class A-~~BP Certificates~~SB Certificates and the Class A-2FL/2FX Regular Interest, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class A-BP SB Certificates and the Class A-2FL/2FX Regular Interest have been reduced to zero, to the Holders of the Class A-S ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-A-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ~~A-AB~~ A-5 and Class A-BP SB Certificates ~~have been made~~ and the Class A-2FL/2FX Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-S Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest on such Distribution Date) ), until the outstanding Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest and Class B Certificates have been reduced to zero, to the Holders of the Class C ~~Certificates~~ Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest and Class B Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class D ~~Certificates and Class X-D~~ Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class ~~E-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, ~~the~~ Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~E-RR~~ E Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ F Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR Certificates,~~ NR Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ NR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates (other than the Class A-2FX and Class A-2FL Certificates) and the Class A-2FL/2FX Regular Interest, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ NR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ NR Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class NR Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;~~but not previously reimbursed, have been reimbursed in full; and (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ R Certificates in respect of ~~interest, up to an amount equal to~~the Class UR Interest, the ~~Interest~~ amount, if any, of the Available Distribution Amount remaining in the Upper-Tier REMIC Distribution Account with respect to such Distribution Date. If, in connection with any Distribution Date, the Certificate Administrator has reported the amount of ~~such Class~~ an anticipated distribution to DTC based on the receipt of ~~Certificates~~ payments as of the Determination Date and additional Monthly Payments, balloon payments or unscheduled principal payments are subsequently received by the Master Servicer and required to be part of the Available Distribution Amount for such Distribution Date;, the Master Servicer shall promptly notify the Certificate Administrator and the Certificate Administrator will use commercially reasonable efforts to cause DTC to make the revised distribution on a timely basis on such Distribution Date. None of the Master Servicer, the Special Servicer or the Certificate Administrator shall be liable or held responsible for any resulting delay in the making of such distribution to Certificateholders solely on the basis of the actions described in the preceding sentence. Amounts distributed on the Class A-2FL/2FX Regular Interest pursuant to this Section 4.01(a) on any Distribution Date shall be deposited in the respective Class A-2FL/2FX Accounts for further distribution on such Distribution Date pursuant to Section 4.01(b). (~~xxvi~~b) ~~twenty-sixth~~(i) (A) On the Business Day prior to each Distribution Date, ~~after~~ for so long as the Certificate ~~Balances~~ Balance of the Class ~~A Certificates,~~ A-2FL/2FX Regular Interest (and correspondingly the Class ~~B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates~~ A-2FX and Class ~~G-RR Certificates have~~ A-2FL Certificates) has not been reduced to zero, to the ~~Holders~~ Class A-2FL/2FX Available Funds for such Distribution Date shall be allocated, pro rata, in accordance with the Certificate Balance of the Class ~~H-RR~~ A-2FX and Class A-2FL Certificates, respectively (I) for deposit into the Class A-2FX Floating Rate Account in ~~reduction~~ an amount equal to the product of the ~~Certificate Balance t~~Class A-2FX Percentage Interest and amounts distributed in respect of the Class A-2FL/2FX Regular Interest pursuant to Section 4.01(a) on the related Distribution Date, and (II) for deposit into the Class A-2FL Floating Rate Account in an amount equal to the product of the Class A-2FL Percentage Interest and amounts distributed in respect of the Class A-2FL/2FX Regular Interest pursuant to Section 4.01(a) on the related Distribution Date.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (JPMBB Commercial Mortgage Securities Trust 2013-C15)

Distributions. (a) ~~[Reserved]~~On each Determination Date, pursuant to Section 9.02(f) of the 1999-A Servicing Supplement, the Servicer shall calculate the amounts to be distributed to the holder of the 1999-A SUBI Certificate, the Class A-1 Distributable Amount, the Class A-2 Distributable Amount, the Class A-3 Distributable Amount, the Class A-4 Distributable Amount, the Class B Distributable Amount, the Transferor Distributable Amount, and all other distributions to be made on the related Distribution Date. (b) The rights of the Class B Noteholders to receive distributions of Interest Collections in respect of the Class B Notes shall be and are subordinated to the rights of the Class A-1 Noteholders, the Class A-2 Noteholders, the Class A-3 Noteholders and the Class A-4 Noteholders to receive distributions of Interest Collections in respect of the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes to the extent provided in this Agreement and the Indenture. On each Distribution ~~Date~~Date the Indenture Trustee shall distribute the product of (i) the Investor Percentage with respect to Interest Collections, multiplied by (ii) the Interest Collections paid over to the ~~extent~~ Indenture Trustee from the 1999-A SUBI Collection Account pursuant to Section 3.02(a), together with any Transferor Amounts, any amounts deposited by the Transferor into the Distribution Account pursuant to subsection (e)(ii) below, any proceeds of a claim made under the Residual Value Insurance Policy pursuant to Section 9.10(b) of the ~~Available Funds~~ 1999-A Servicing Supplement and the Required Amount, if any, for such Distribution Date, ~~the Certificate Administrator shall~~ and any amount of Principal Collections that otherwise would be ~~deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account~~ distributed to the ~~Upper-Tier REMIC Distribution Account~~ Class B Noteholders pursuant to subsection (d) below but is required to be applied to the payment of clauses (iii), (vii) and (viii) below pursuant to subsection (e)(v) below, in the following amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account otherwise in the following order of ~~priority, satisfying in full,~~ priority to the ~~extent required and possible, each priority before making any distribution with respect to any succeeding priority~~following Persons: (i) ~~first~~in the event of an Indenture Event of Default, to the ~~Holders of the Class A-1 Certificates~~Indenture Trustee, the ~~Class A-2 Certificates~~Investor Percentage of Capped Indenture Trustee Administrative Expenses and to the Owner Trustee, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect Investor Percentage of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such ClassesCapped Owner Trustee Administrative Expenses; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) ~~second, to~~ first from the ~~Holders~~ Class A Cap Receipt and then from the amounts remaining after application of clause (i) above the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Interest Distributable Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the together with any unpaid Class A-1 ~~Certificates~~Interest Carryover Shortfall, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Interest Distributable Amount for such Distribution Date ~~and~~together with any unpaid Class A-2 Interest Carryover Shortfall, ~~after the Certificate Balances of~~ the Class ~~A-1 Certificates, Class A-2 Certificates,~~ A-3 Interest Distributable Amount for such Distribution Date together with any unpaid Class A-3 ~~Certificates,~~ Interest Carryover Shortfall and the Class A-4 ~~Certificates and~~ Interest Distributable Amount for such Distribution Date together with any unpaid Class ~~A-AB Certificates have been reduced to zero~~A-4 Interest Carryover Shortfall, ~~the Group 1 Principal Distribution Amount remaining after payments~~ to the Class ~~A-1 Certificates~~A-1, the Class ~~A-2 Certificates~~A-2, the Class A-3 ~~Certificates,~~ and the Class A-4 ~~Certificates and Class A-AB Certificates have been made on such Distribution Date~~Noteholders, ~~until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and~~ respectively; (IIiii) ~~on or after the Cross-Over Date,~~ to the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class ~~A-BP Certificates~~A-4 Noteholders, ~~pro rata (based on their respective Certificate Balances) in an amount equal to~~ respectively, the ~~Principal Distribution~~ Class A-1 Uncovered Loss Interest Amount, the Class A-2 Uncovered Loss Interest Amount, the Class A-3 Uncovered Loss Interest Amount and the Class A-4 Uncovered Loss Interest Amount, if any, for such Distribution Date; provided, ~~until~~ however, if funds available are not sufficient to the ~~Certificate Balance of each of~~ make these distributions, such funds will be allocated pro rata among the Class A Noteholders based on the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-4 Allocation Percentages; (iv) first from the Class B Cap Receipt and then from the amounts remaining after application of clauses (i), (ii) and (iii) above, the Class B Interest Distributable Amount for such Distribution Date, together with any unpaid Class B Interest Carryover Shortfall, to the Class B Noteholders; provided, however, the amount distributable pursuant to this clause (iv) will be limited to the Class B Note Rate Cap; (v) in circumstances other than those set forth in clause (i), the Investor Percentage of Capped Indenture Trustee Administrative Expenses for the preceding Collection Period to the Indenture Trustee and the Investor Percentage of Capped Owner Trustee Administrative Expenses for the preceding Collection Period to the Owner Trustee; (vi) until the amount on deposit in the Reserve Fund equals the Reserve Fund Cash Requirement, to the Reserve Fund; (vii) to the Class A Noteholders, (A~~-BP Certificates is~~ ) so long as the Note Balance of the Class B Notes has not been reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon~~ Covered Loss Amount for the ~~aggregate unreimbursed Realized Losses previously allocated to~~ related Distribution Date, sequentially, commencing with the Class A-1 Noteholders until the Note Balance on each such ~~Class)~~Class has been reduced to zero, ~~then interest on that amount at~~ or (B) if the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders~~ Note Balance of the Class ~~A-S Certificates~~B Notes has been reduced to zero, ~~in respect of interest, up to~~ an amount equal to the Covered Loss Amount for the related Distribution Date, pro rata based on the Class A-1, Class A-2, Class A-3 and Class A-4 Allocation Percentages; (viii) to the Class A-1, the Class A-2, the Class A-3 and the Class A-4 Noteholders, respectively, any unreimbursed Class A-1 Uncovered Loss Amounts, Class A-2 Uncovered Loss Amounts, Class A-3 Uncovered Loss Amounts and Class A-4 Uncovered Loss Amounts remaining from previous Distribution Dates; provided, however, if funds available are not sufficient to the make these distributions, such funds will be allocated pro rata among the Class A Noteholders based on the Class A-1, Class A-2, Class A-3 and Class A-4 Allocation Percentages; (ix) to the Class B Noteholders, any Class B Uncovered Loss Interest ~~Distribution~~ Amount ~~in respect of such~~ and any Class ~~of Certificates~~ B Note Principal Carryover Shortfall Interest Amount for such Distribution Date; (x) to the Class B Noteholders, any unreimbursed Class B Uncovered Loss Amounts and any unreimbursed Class B Note Principal Carryover Shortfall, in each case remaining from previous Distribution Dates; (xi) the Investor Percentage of Uncapped Administrative Expenses, (A) to the Origination Trustee, the Indenture Trustee or the Owner Trustee, as applicable, and then (B) to the Servicer, reimbursement of any previous advance of Administrative Expenses that was made by the Servicer pursuant to Section 9.05(a) of the 1999-A Servicing Supplement and has not yet been reimbursed; and (xii) the balance, if any, shall constitute Excess Collections and shall be applied as set forth in subsection (c) below. Notwithstanding the foregoing, on any Distribution Date related to a Collection Period in the Revolving Period, the amounts set forth in clauses (vii), (viii) and (x) above shall not be paid to the Noteholders, but shall be treated as Principal Collections for purposes of Section 11.02 of the 1999-A SUBI Supplement. (c) On each Distribution Date, the Indenture Trustee shall distribute any Excess Collections in the following amounts and in the following order of priority: (i) if the Distribution Date relates to a Collection Period in the Revolving Period, then as follows: (A) if (1) the ERISA Compliance Test is unsatisfied, or (2) if a Downgrade Trigger Event has Toccurred and is continuing, the 60 day period set forth in the fourth sentence of Section 3.04(b) has elapsed, and the Transferor cannot comply with the requirements of either clause (i) or clause (ii) thereof or has determined in good faith that such compliance would not be commercially reasonable, then any remainder to the Reserve Fund; and (B) if Excess Collections are not required to be applied as set forth in clause (A) above, then any remainder to the Transferor; (ii) if the Distribution Date relates to a Collection Period in the Amortization Period, then as follows: (A) any remainder up to but not exceeding the product of one-twelfth of .25% and the Aggregate Net Investment Value as of the last day of the related Collection Period (the "Accelerated Principal Distribution Amount") as an additional principal distribution to the Noteholders as follows: the Accelerated Principal Distribution Amount will be distributed first to the Class A-1 Noteholders until the Class A-1 Notes have been paid in full, second, to the Class A-2 Noteholders until the Class A-2 Notes have been paid in full, third, to the Class A-3 Noteholders until the Class A-3 Notes have been paid in full and fourth, the Class A Percentage and the Class B Percentage of any remaining amount will be distributed to the Class A-4 Noteholders and the Class B Noteholders, respectively, until such Notes have been paid in full; (B) if (1) the ERISA Compliance Test is unsatisfied, or (2) if a Downgrade Trigger Event has occurred and is continuing, the 60 day period set forth in the fourth sentence of Section 3.04(b) has elapsed, and the Transferor cannot comply with the requirements of either clause (i) or clause (ii) thereof or has determined in good faith that such compliance would not be commercially reasonable, then the balance of any remainder to the Reserve Fund; and (C) if Excess Collections are not required to be applied as set forth in clauses (A) and (B) above, then the balance of any remainder to the Transferor. Notwithstanding the foregoing, (i) to the extent that amounts would otherwise be paid to the Class B Noteholders in accordance with clause (b)(iv) above if calculated without regard to the proviso therein, amounts otherwise payable to the Transferor shall be paid first to the Class B Noteholders in an amount equal to the difference, if positive, between the amount payable in clause (b)(iv) above calculated without regard to the proviso therein and the amount payable in clause (b)(iv) above; and (ii) to the extent that such amounts are not due to the Class B Noteholders pursuant to clause (i) of this sentence, the Transferor may instruct the Indenture Trustee and the Servicer to redeposit into the 1999-A SUBI Collection Account any Excess Collections that otherwise would be payable to the Transferor pursuant to the foregoing ("Undistributed Transferor Excess Collections"), for treatment as Collections with respect to the Collection Period during which such Distribution Date occurs. By so instructing the Indenture Trustee and the Servicer, the Transferor waives any right that it may be deemed to have in the related Undistributed Transferor Excess Collections, except insofar as they become Excess Collections payable to the Transferor in respect of a subsequent Collection Period. (d) On each Distribution Date beginning with the Distribution Date related to the Collection Period in which the Amortization Period commences and ending on the Distribution Date before the Distribution Date on which the Class A-3 Notes have been paid in full, the Indenture Trustee shall distribute an amount equal to the Investor Percentage of all Principal Collections collected or received in respect of the related Collection Period to (w) the Class A-1 Noteholders until the Class A-1 Notes have been paid in full, (x) the Class A-2 Noteholders until the Class A-2 Notes have been paid in full, (y) the Class A-3 Noteholders until the Class A-3 Notes have been paid in full and (z) the Class A Percentage and the Class B Percentage thereof to the Class A-4 Noteholders and Class B Noteholders, respectively. On each Distribution Date after the Class A-3 Notes have been paid in full, the Indenture Trustee shall distribute (i) to the Class A-4 Noteholders, the Class A Percentage of Principal Collections collected or received in respect of the related Collection Period and (ii) subject to subsection (e) below, to the Class B Noteholders, the Class B Percentage of such Principal Collections. Distributions to Noteholders pursuant to Sections 3.03(b)(vii), (viii) and (x) also shall constitute distributions of principal. The aggregate amount of principal distributed to any Class of Noteholders shall not exceed the Initial Note Balance attributable to that Class of Notes. (e) If and to the extent that the amount of Interest Collections (measured for these purposes without regard to any deduction therefrom provided for in clauses (a) through (c) of the definition of "Interest Collections" in the 1999-A SUBI Supplement) available to make distributions on a Distribution Date (plus, in the case of clause (b)(ii) above, the Class A Cap Receipt and, in the case of clause (b)(iv) above, the Class B Cap Receipt) is insufficient to make distributions (or, on a Distribution Date related to a Collection Period in the Revolving Period, applications as if such amounts were Principal Collections) pursuant to clauses (i) through (xi) of Section 3.03(b) and clauses (a) through (c) of the definition of the term "Interest Collections" in the 1999-A SUBI Supplement, then: (i) amounts otherwise available for distribution to the Transferor in respect of the Transferor Interest Distributable Amount for such Distribution Date, and then in respect of the Transferor Principal Distributable Amount, will be applied towards such insufficiency; (ii) if after giving effect to clause (i), there is still a shortfall (other than any shortfall in amounts available to apply as set forth in clause (vi) of Section 3.03(b)) in amounts available to make all distributions (or, on a Distribution Date related to a Collection Period in the Revolving Period, applications as if such amounts were Principal Collections) pursuant to Section 3.03(b) and clauses (a) through (c) of the definition of the term "Interest Collections" in the 1999-A SUBI Supplement, then any amounts that may be deposited by the Transferor, in its sole discretion, into the Distribution Account as a capital contribution to the Trust and designated for that purpose will be applied towards such shortfall; (iii) if after giving effect to clauses (i) and (ii), there is still a shortfall (other than any shortfall in amounts available to apply as set forth in clause (vi) of Section 3.03(b)) in amounts available to make all distributions (or, on a Distribution Date related to a Collection Period in the Revolving Period, applications as if such amounts were Principal Collections) pursuant to Section 3.03(b) and clauses (a) through (c) of the definition of the term "Interest Collections" in the 1999-A SUBI Supplement, the proceeds of any claim made by the Servicer pursuant to Section 9.10(b) of the 1999-A Servicing Supplement will be applied towards such shortfall; (iv) if after giving effect to clauses (i), (ii) and (iii), there is still a shortfall (other than any shortfall in amounts available to apply as set forth in clause (vi) of Section 3.03(b)) in amounts available to make all distributions (or, on a Distribution Date related to a Collection Period in the Revolving Period, applications as if such amounts were Principal Collections) pursuant to Section 3.03(b) and clauses (a) through (c) of the definition of the term "Interest Collections" in the 1999-A SUBI Supplement, the Required Amount will be withdrawn from the Reserve Fund and applied towards such shortfall; and (v) ~~fifth~~if, on a Distribution Date related to a Collection Period during the Amortization Period, after giving effect to clauses (i), (ii), (iii) and (iv), there is still a shortfall in amounts required to make the ~~Certificate Balances~~ distributions (or, on a Distribution Date related to a Collection Period in the Revolving Period, available for reinvestment in additional 1999-A SUBI Assets pursuant to Section 11.02 of the 1999-A SUBI Supplement) pursuant to clause (iii), (vii) or (viii) of Section 3.03(b), amounts otherwise available for distribution to the Class B Noteholders in respect of principal pursuant to subsection (d) above will be applied toward such insufficiency. In the event that there remain shortfalls in the amounts required to be distributed pursuant to Section 3.03(b)(ii) to the Class A-1 Noteholders, the Class A-2 Noteholders, the Class A-3 Noteholders and the Class A-4 Noteholders, and, on and after any Distribution Date on which the Note Balance of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have~~ B Notes has been reduced to zero, there remains any shortfall in amounts required to be distributed to the ~~Holders of~~ Class A-1 Noteholders, the Class ~~A-S Certificates in reduction of the Certificate Balance thereof~~A-2 Noteholders, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB~~ A-3 Noteholders and ~~Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of~~ the Class ~~A-S Certificates has been reduced to zero; (vi) sixth~~A-4 Noteholders under Sections 3.03(b)(iii), to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) ~~seventh~~or (viii), the amounts available will be distributed pro rata to ~~the Holders of~~ Class A-1 Noteholders, Class A-2 Noteholders, Class A-3 Noteholders and Class A-4 Noteholders based on the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A CertificatesA-1 Allocation Percentage, the Class ~~B Certificates~~A-2 Allocation Percentage, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tCla

Appears in 1 contract

Sources: Securitization Trust Agreement (World Omni 1999-a Automobile Lease Securitization Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Paying Agent shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, concurrently (A) to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A Certificates, the Class A-3B Certificates, the Class A-4 Certificates and the Class A-AB SB Certificates, pro rata, (based upon their respective entitlements to interest for such Distribution Date), in respect of interest, from the Loan Group 1 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Classes of Certificates for such Distribution Date, (B) to the Holders of the Class ~~A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B~~ A-1A Certificates, in respect of interest, ~~concurrently, as follows:~~ from the Loan Group 2 Available Distribution Amount and up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date and (AC) to the Holders of the Class ~~A-1~~ X-1 Certificates and the Class X-2 Certificates, ~~Class A-2 Certificates~~in respect of interest, ~~Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ up to an amount equal to the ~~Group 1 Assets~~ Interest Distribution Amount payable in respect of such Classes of Certificates for such Distribution Date; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Interest Distribution Amount provided above, payable in respect of any Class A Certificates or Class X Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Class A Certificates and the Class X Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3~~ A-3A Certificates, the Class A-3B Certificates, the Class A-4 Certificates, the Class A-AB SB Certificates and the Class ~~A-BP~~ A-1A Certificates in reduction of the Certificate Balances thereof, concurrently: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1A)(1) first, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount~~and, ~~until~~ after the outstanding Certificate Balance of the Class ~~A-AB~~ A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after the payments specified in clause (B) below have been made on such Distribution Date, until the Certificate Balance of the Class A-SB Certificates is reduced to the Class A-~~AB Scheduled~~ SB Planned Principal ~~Balance for such Distribution Date~~Balance; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclause~~ clause (1A)(1) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1) and (2) above and clause (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, (i) prior to December 12, 2011, to the Holders of the Class ~~A-3 Certificates,~~ A-3B Certificates in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the ~~Group 2 Principal Distribution Amount (or~~ outstanding Certificate Balance of the ~~portion thereof remaining after any distributions specified in subclauses (1)~~Class A-3B Certificates has been reduced to zero, ~~(2) and (3) above have been made on such Distribution Date)~~to the Holders of the Class A-3A Certificates, until the outstanding Certificate Balance of the Class ~~A-3~~ A-3A Certificates has been reduced to zero, and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after the payments specified in clauses (A)(1), (A)(2) and (A)(3) above and clause (B) below have been made on such Distribution Date, to the Holders of the Class A-3B Certificates until the outstanding Certificate Balance of the A-3B Certificates has been reduced to zero and then to the Class A-3A Certificates until the outstanding Certificate Balance of the Class A-3A Certificates has been reduced to zero, and (ii) on and after December 12, 2011, to the Holders of the Class A-3A Certificates in an amount up to the Loan Group 1 Principal Distribution Amount and, after the outstanding Certificate Balance of the Class A-3A Certificates has been reduced to zero, to the Holders of the Class A-3B Certificates, until the outstanding Certificate Balance of the Class A-3B Certificates has been reduced to zero, and, after the outstanding Certificates Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount, in each case, to the extent remaining after the payments specified in clauses (A)(1), (A)(2) and (A)(3) above and clause (B) below have been made on such Distribution Date, to the Holders of the Class A-3A Certificates until the outstanding Certificate Balance of the Class A-3A Certificates has been reduced to zero and then to the Holders of Class A-3B Certificates until the outstanding Certificate Balance of the Class A-3B Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3) and (4) above and (B) below have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; and~~ , (6) sixth, to the Holders of the Class A-AB SB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount (or~~ Amount, in each case, to the ~~portion thereof~~ extent remaining after ~~any distributions~~ payments as specified in ~~subclauses~~ clauses (1A)(1), (2), (3), (4) and (5) above and (B) below have been made on such Distribution Date), until the outstanding Certificate ~~Balances~~ Balance of the Class A-~~AB Certificates, without regard to the Class A-AB Scheduled Principal Balance,~~ SB Certificates has been reduced to ~~zero;~~ zero and (bB) to the Holders of the Class ~~A-BP~~ A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount ~~for such Distribution Date~~ and, after the Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class~~ A-4 ~~Certificates~~ and Class A-AB SB Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments ~~to the Class A-1 Certificates~~specified in clauses (A)(1), ~~Class A-2 Certificates~~(2), ~~Class A-3 Certificates~~(3), ~~Class A-4 Certificates~~ (4), (5) and ~~Class A-AB Certificates~~ (6) above have been made on such Distribution Date, until the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 Certificates, ~~the~~ Class ~~A-3~~ A-3A Certificates, ~~the~~ Class A-3B Certificates, Class A-4 Certificates, ~~the~~ Class A-AB SB Certificates and ~~the~~ Class ~~A-BP~~ A-1A Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes~~ pro rata (based upon the aggregate unreimbursed ~~Realized Losses previously~~ Collateral Support Deficit allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was~~ until all amounts of Collateral Support Deficit previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the Holders of the Class A-~~S Certificates,~~ M Certificates in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of A-M Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP~~ A Certificates have been reduced to zero, to the Holders of the Class A-S M Certificates in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class A-S M Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-~~S Certificates, first up to an amount equal to the aggregate~~ M Certificates until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-M Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (vii) seventh, to the Holders of ~~the~~ Class B A-J Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates and the Class A-M Certificates have been reduced to zero, to the Holders of the Class B A-J Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates ~~have been made~~ and the Class A-M Certificates on such Distribution Date) ), until the outstanding Certificate Balance of the Class B A-J Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B A-J Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class A-J Certificates but not previously reimbursed, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~have been reimbursed in full; (x) tenth, to the Holders of the Class C B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates have been reduced to zero, to the Holders of the Class ~~C Certificates~~ B Certificates, in reduction of the Certificate Balance thereof, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates and ~~the~~ Class B A-J Certificates ~~have been made~~ on such Distribution Date) ), until the outstanding Certificate Balance of the Class C B Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C B Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) thirteenth, to the Holders of the Class ~~D Certificates and Class X-D~~ C Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and Class B Certificates on such Distribution Date), until the outstanding Certificate Balance of the Class C Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class C Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (xvi) sixteenth, to the Holders of the Class D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to the Holders of the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class ~~E-RR~~ D Certificates, ~~in respect of interest~~but not previously reimbursed, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been ~~reduced to zero, to the Holders of the Class E-RR Certificates,~~ reimbursed in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classfull; (xix) nineteenth, to the Holders of the Class ~~F-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates, Class D~~ Certificates and Class ~~E-RR~~ D Certificates have been reduced to zero, to the Holders of the Class ~~F-RR~~ E Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C ~~Certificates,~~ Certificates and Class D Certificates ~~and Class E-RR Certificates have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~F-RR~~ E Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class ~~F-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) twenty-second, to the Holders of the Class ~~G-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates have been reduced to zero, to the Holders of the Class ~~G-RR~~ F Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D ~~Certificates, Class E-RR~~ Certificates and Class ~~F-RR~~ E Certificates ~~have been made~~ on such Distribution Date), until the outstanding Certificate Balance of the Class ~~G-RR~~ F Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class ~~G-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Holders of the Class ~~H-RR Certificates,~~ G Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR Certificates, Class F-RR~~ E Certificates and Class ~~G-RR~~ F Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ G Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribu

Appears in 1 contract

Sources: Pooling and Servicing Agreement (JP Morgan Chase Commercial Mortgage Securities Trust 2006-Cibc14)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent~~ Trustee shall (except as otherwise provided in Section 9.01), based on, among other things, information provided by the Master Servicers and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (ix) and deemed distributions from REMIC I pursuant to Section 4.01(i), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible~~of the remaining portion of the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, ~~each priority before making any distribution with respect to any succeeding priority~~as applicable: (i) ~~first,~~ to make distributions of interest to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class ~~A-4, Class~~ A-AB SB and Class ~~A-BP~~ A-4 Certificates, from the Loan Group 1 Available Distribution Amount, in an amount equal to, and pro rata as among those Classes of Senior Certificates ~~is reduced to zero~~in accordance with, ~~without regard~~ all Distributable Certificate Interest in respect of each such Class of Senior Certificates for such Distribution Date and, to the ~~Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third~~extent not previously paid, for all prior Distribution Dates; and concurrently, to make distributions of interest to the Holders of the Class ~~A-1~~ A-1A Certificates, from the Loan Group 2 Available Distribution Amount in an amount equal to all Distributable Certificate Interest in respect of the Class ~~A-2~~ A-1A Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; and also concurrently, to make distributions of interest to the Holders of the Class XC and Class XP Certificates, from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, in an amount equal to, and pro rata as between those Classes of Senior Certificates in accordance with, all Distributable Certificate Interest in respect of each such Class ~~A-3~~ of Senior Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the Distributable Certificate Interest payable as described above in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, ~~the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first~~ up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the Distributable Certificate Interest in respect of each such Class of Senior Certificates for such Distribution Date and, to the ~~aggregate of unreimbursed Realized Losses~~ extent not previously ~~allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class)~~paid, ~~then interest on that amount at the Pass-Through Rate~~ for ~~such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~all prior Distribution Dates, if any; (ivii) ~~fourth~~to make distributions of principal, first, to the Holders of the Class A-S SB Certificates, ~~in respect of interest, up to an amount equal~~ until the related Class Principal Balance is reduced to the ~~Interest Distribution Amount in respect of such~~ Class ~~of Certificates~~ A-SB Planned Principal Balance for such Distribution Date~~; (v) fifth~~, ~~after~~ second, to the ~~Certificate Balances~~ Holders of the Class A-1 ~~Certificates~~Certificates until the related Class Principal Balance is reduced to zero, third, to the Holders of the Class A-2 ~~Certificates~~Certificates until the related Class Principal Balance is reduced to zero, fourth, to the Holders of the Class A-3 Certificates, until the related Class ~~A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been~~ Principal Balance is reduced to zero, fifth, to the Holders of the Class A-S SB Certificates ~~in reduction~~ until the related Class Principal Balance (after taking into account any distributions of principal made with respect to the Class A-SB Certificates on such Distribution Date pursuant to subclause first of this clause (ii)) is reduced to zero, and sixth, to the Holders of the ~~Certificate~~ Class A-4 Certificates until the related Class Principal Balance ~~thereof~~is reduced to zero, up in that order, in an aggregate amount for sub-clauses first through sixth above (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates outstanding immediately prior to such Distribution Date) equal to the Loan Group 1 Principal Distribution Amount for such Distribution Date; and concurrently, to make distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the Loan Group 2 Principal Distribution Amount for such Distribution Date; provided that, if the portion of the Available Distribution Amount for such Distribution Date remaining after the distributions of interest made pursuant to the immediately preceding clause (i) is less than the Principal Distribution Amount ~~(or~~ for such Distribution Date, then the ~~portion thereof remaining after any distributions in respect~~ Holders of the Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates shall have a prior right, relative to the Holders of the Class A-1A Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group 1 Available Distribution Amount for such Distribution Date and the Holders of the Class A-1A Certificates shall have a prior right, relative to the Holders of the Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates, to receive their distributions of principal pursuant to this clause (ii) out of the remaining portion of the Loan Group 2 Available Distribution Amount for such Distribution Date; and provided, further, that, notwithstanding the foregoing, if the aggregate of the Class Principal Balances of the Class AM, Class AJ, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J, Class K, Class L, Class M, Class N, Class P and Class Q Certificates has previously been reduced to zero, then distributions of principal will be made to the Holders of the Class A-1, Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~A-SB, Class ~~A-4, Class A-AB~~ A-4 and Class ~~A-BP~~ A-1A Certificates ~~have been made on~~ pursuant to this clause (ii) up to an amount equal to, and pro rata as among such Classes of Senior Certificates in accordance with, the respective Class Principal Balances thereof outstanding immediately prior to such Distribution Date (and without regard to Loan Groups or the Principal Distribution Amount for such Distribution Date); (iii) ~~until~~ after the ~~outstanding Certificate~~ Class Principal Balance of the Class ~~A-S~~ A-1A Certificates has been reduced to zero~~; (vi) sixth~~, to make distributions of principal, first, to the Holders of the Class A-S SB Certificates, until the related Class Principal Balance (after taking into account any distributions of principal made with respect to the Class A-SB Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to the Class A-SB Planned Principal Balance for such Distribution Date, second, to the Holders of the Class A-1 Certificates, until the related Class Principal Balance (after taking into account any distributions of principal with respect to the Class A-1 Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to zero, third, to the Holders of the Class A-2 Certificates, until the related Class Principal Balance (after taking into account any distributions of principal with respect to the Class A-2 Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to zero, fourth, to the Holders of the Class A-3 Certificates, until the related Class Principal Balance (after taking into account any distributions of principal with respect to the Class A-3 Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to zero, fifth, to the Holders of the Class A-SB Certificates, until the related Class Principal Balance (after taking into account any distributions of principal made with respect to the Class A-SB Certificates on such Distribution Date pursuant to the immediately preceding clause (ii) and/or subclause first up of this clause (iii)) is reduced to zero, and sixth, to the Holders of the Class A-4 Certificates, until the related Class Principal Balance (after taking into account any distributions of principal with respect to the Class A-4 Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) is reduced to zero, in that order, in an aggregate amount for subclauses first through sixth above (not to exceed the aggregate of the Class Principal Balances of those Classes of Senior Certificates outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to those Classes of Senior Certificates on such Distribution Date pursuant to the immediately preceding clause (ii)) equal to the excess, if any, of (A) the Loan Group 2 Principal Distribution Amount for such Distribution Date, over (B) the distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to the immediately preceding clause (ii); (iv) after the aggregate of the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date, reduced by any distributions of principal made with respect to the Class A-1A Certificates on such Distribution Date pursuant to clause (ii) above) equal to the excess, if any, of (A) the Loan Group 1 Principal Distribution Amount for such Distribution Date, over (B) the aggregate distributions of principal made with respect to the Class A-1, Class A-2, Class A-3, Class A-SB and/or Class A-4 Certificates on such Distribution Date pursuant to clause (ii) above; (v) to make distributions to the Holders of the Class A-1, Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-SB, Class A-4 and Class A-1A Certificates, in an amount equal to, pro rata in accordance with, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class of Senior Certificates and not previously reimbursed; (vi) to make distributions of interest to the Holders of the Class AM Certificates in an amount equal to ~~the aggregate~~ all Distributable Certificate Interest in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class of Certificates for such ~~Class compounded monthly from~~ Distribution Date and, to the ~~date the related Realized Loss was allocated to such Class~~extent not previously paid, for all prior Distribution Dates; (vii) ~~seventh~~after the Class Principal Balances of the Class A-1, Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-SB, Class A-4 and Class A-1A Certificates have been reduced to zero, to make distributions of principal to the Holders of the Class AM Certificates, in an amount (not to exceed the Class Principal Balance of the Class AM Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (viii) to make distributions to the Holders of the Class AM Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class AM Certificates and not previously reimbursed; (ix) to make distributions of interest to the Holders of the Class AJ Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (x) after the Class Principal Balance of the Class AM Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class AJ Certificates, in an amount (not to exceed the Class Principal Balance of the Class AJ Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xi) to make distributions to the Holders of the Class AJ Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class AJ Certificates and not previously reimbursed; (xii) to make distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiii) after the Class Principal Balance of the Class AJ Certificates has been reduced to zero, to make distributions of principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xiv) to make distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xv) to make distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~xvi) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution ~~Date~~Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xixvii) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ make distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xviii) to make distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xix) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Sequential Pay Certificates pursuant to any prior clause of this Section 4.01(a)); (xx) to make distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xxi) to make distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxii) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR E Certificates, in ~~respect of interest, up to~~ an amount ~~equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date;~~ (~~xvii) seventeenth, after the Certificate Balances of~~ not to exceed the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tE Certific

Appears in 1 contract

Sources: Pooling and Servicing Agreement (ML-CFC Commercial Mortgage Trust 2006-3)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in ~~the amounts and priorities set forth in~~ accordance with Section ~~4.01(d~~3.05(b)(ii) ~~with respect to each Class of Lower-Tier Regular Interests~~through (vii), ~~and immediately thereafter, shall make~~ deemed distributions ~~thereof~~ from the ~~Upper-Tier~~ Four Seasons Resort and Club - Dallas, TX Loan REMIC ~~Distribution Account~~ to REMIC I pursuant to Section 4.01(k) and deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(h), for the following purposes and in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1, Class A-2, Class A-3, Class A-PB and Class A-4 Certificates and the Class A-4FL Regular Interest, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of such Class of Certificates and Regular Interest for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class IO Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates (other than the Class A-4FL Certificates) and the Class A-4FL Regular Interest on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates and the Class A-4FL Regular Interest, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates and Regular Interest for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (ii) to distributions of principal to the Holders of the Class A-PB Certificates, in an amount equal to the Loan Group 1 Principal Distribution Amount for such Distribution Date and, after the Class A-1A Certificates have been retired, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-PB Certificates is reduced to the Class A-PB Planned Principal Balance; (iii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (x) below on such Distribution Date, less any portion thereof distributed in respect of the Class A-PB Certificates on such Distribution Date; (iv) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (x) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB Certificates and the Class A-1 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of each of the Class A-1 and Class A-2 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (x) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1 and Class A-2 Certificates pursuant to clauses (ii), (iii), (iii) and (iv) above); (vi) after the Class Principal Balances of the Class A-1, Class A-2 and Class A-3 Certificates have been reduced to zero and the Class Principal Balance of the Class A-PB Certificates has been reduced to the Planned Principal Balance, to distributions of principal to the Holders of the Class A-PB Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (x) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv) and (v) above); (vii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balances of each of the Class A-1, Class A-2, and Class A-3 Certificates have been reduced to zero, pro rata, to distributions of principal to the Holders of the Class A-4 Certificates and the Class A-4FL Regular Interest, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates or the Class A-4FL Regular Interest, respectively, outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (x) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A -2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv) and (v) above); (viii) to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-PB, Class A-1, Class A-2, Class A-3 and Class A-4 Certificates and the Class A-4FL Regular Interest have been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv), (v), (vi), (vi), (vii) and (viii) above; (ix) to distributions to the Holders of the Class A-PB Certificates, the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates and the Class ~~A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ A-1A Certificates and the Class ~~X-B~~ A-4FL Regular Interest, pro rata as among such Classes of Certificates, in ~~respect of interest~~accordance with, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to in an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, ~~the respective~~ all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class of Certificates or Regular Interest ~~Distribution Amount for such Classes~~and not previously reimbursed; (Bx) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount distributions of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB M Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to ~~the Principal Distribution Amount for such Distribution Date, until the~~ all Distributable Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (vxi) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1~~ A Certificates (other than the Class A-4FL Certificates) and the Class A-4FL Regular Interest have been reduced to zero, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates,~~ to distributions of principal to the Holders of the Class A-~~AB Certificates and~~ M Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-BP M Certificates outstanding immediately prior to such Distribution Date) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xii) to distributions to the Holders of the Class A–M Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Expenses, if any, previously allocated to the Class A-M Certificates and not previously reimbursed; (xiii) to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiv) after the Class Principal Balances of the Class A Certificates (other than the Class A-4FL Certificates) and the Class A-4FL Regular Interest and the Class A-M Certificates have been reduced to zero, to ~~the Holders~~ distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, principal to the Holders of the Class A-S J Certificates, ~~first up~~ in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xv) to distributions to the Holders of the Class A-J Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class A-J Certificates and not previously reimbursed; (xvi) to distributions of interest to the Holders of the Class B Certificates in an amount equal to ~~the aggregate~~ all Distributable Certificate Interest in respect of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate~~ Class of Certificates for such ~~Class compounded monthly from~~ Distribution Date and, to the ~~date the related Realized Loss was allocated to such Class~~extent not previously paid, for all prior Distribution Dates; (~~vii~~xvii) ~~seventh~~after the Class Principal Balance of the Class A-J Certificates has been reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in ~~respect~~ an amount (not to exceed the Class Principal Balance of ~~interest~~the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xviii) to distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xix) to distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~viii~~xx) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect~~ for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates ~~for such Distribution Date~~and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xixxi) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xxii) to distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxiii) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xxiv) to distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xxv) to distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxvi) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to distributions of principal to the Holders of the Class D E Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class E Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such ~~Class compounded monthly from the date the related Realized Loss was allocated to~~ Distribution Date (net of any portion thereof distributed on such ~~Class; (xvi) sixteenth,~~ Distribution Date to the Holders of ~~the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such~~ any other Class of Certificates ~~for such Distribution Date~~and/or Regular Interest pursuant to any prior clause of this Section 4.01(a)); (~~xvii~~xxvii) ~~seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tth

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2006-C28)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (vii), deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the Class A-4 Certificates the~~ Class A-~~AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ PB and ~~the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates,~~ Class A-4 ~~Certificates and Class A-AB~~ Certificates~~, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date~~, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the ~~Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class IO Certificates, up to an amount equal to all Distributable Certificate Interest in respect of each such Class of Certificates for such ~~Class;~~ Distribution Date and ~~(C)~~ , to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class ~~X-A Certificates, Class X-BP~~ of Senior Certificates ~~and Class X-B Certificates, from Available Funds for~~ on such Distribution Date, ~~without regard~~ then the entire Available Distribution Amount shall be applied to ~~Asset Groups~~make distributions of interest to the Holders of the respective Classes of the Senior Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes~~ Class of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date ~~shall be allocated among~~ and, to the extent not previously paid, for all ~~those Classes of Certificates up to an amount equal to~~prior Distribution Dates, ~~and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~if any; (ii) ~~second,~~ to distributions of principal to the Holders of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB PB Certificates, in an amount up equal to the Loan Group 1 Principal Distribution Amount for such Distribution Date and, after the ~~Certificate Balance of the~~ Class ~~A-BP~~ A-1A Certificates ~~has~~ have been ~~reduced to zero~~retired, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB A-1A Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP PB Certificates is reduced to the Class A-PB Planned Principal Balance; (iii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero~~; and (II) on or after~~ , the ~~Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the~~ entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date, ~~until~~ less any portion thereof distributed in respect of the ~~Certificate~~ Class A-PB Certificates on such Distribution Date; (iv) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB Certificates and the Class A-1 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balances of each of the Class A-1 and Class A-2 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1 and Class A-2 Certificates pursuant to clauses (ii), (iii) and (iv) above); (vi) after the Class Principal Balances of the Class A-1, Class A-2 and Class A-3 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-PB Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2 and Class A-3, Certificates pursuant to clauses (ii), (iii), (iv) and (v) above); (vii) after the Class Principal Balances of the Class A-1, Class A-2, Class ~~A-3, Class A-4, Class A-AB~~ A-3 and Class A-BP PB Certificates is have been reduced to zero, ~~without regard~~ to distributions of principal to the Holders of the Class A-4 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-~~AB Scheduled Principal Balance or Asset Groups~~PB, Class A-1, Class A-2, Class A-3 Certificates pursuant to clauses (ii), (iii), (iv), (v) and (vi) above); (~~iii~~viii) ~~third,~~ to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-PB, Class A-1, Class A-2, Class A-3 and Class A-4 Certificates have been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv), (v), (vi), and (vii) above on such Distribution Date; (ix) to distributions to the Holders of the Class A-PB Certificates, the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class ~~A-4 Certificates, the Class A-AB~~ A4 Certificates and the Class ~~A-BP~~ A-1A Certificates, ~~first up to~~ pro rata as among such Classes of Certificates, in accordance with, in an amount equal ~~to the aggregate of unreimbursed~~ to, and in reimbursement of, all Realized Losses ~~previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses~~ and Additional Trust Fund Expenses, if any, previously allocated to each such ~~Class), then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~of Certificates and not previously reimbursed; (ivx) ~~fourth,~~ to distributions of interest to the Holders of the Class A-S M Certificates, in ~~respect of interest, up to~~ an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S M Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution ~~Date) until the outstanding Certificate Balance~~ Date (net of ~~the Class A-S Certificates has been reduced to zero; (vi) sixth,~~ any portion thereof distributed on such Distribution Date to the Holders of ~~the~~ any other Class ~~A-S Certificates, first up~~ of Certificates pursuant to ~~an amount equal to the aggregate~~ any prior clause of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classthis Section 4.01(a)); (~~vii~~xi) ~~seventh, to the Holders of~~ after the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Principal Balances of the Class A Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-M Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-M outstanding immediately prior to such Distribution Date) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xii) to distributions to the Holders of the Class A-M Certificates, in accordance with the respective amounts of Realized Losses and Additional Trust Expenses, if any, previously allocated to the Class A-M Certificates and not previously reimbursed; (xiii) to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xiv) after the Class Principal Balances of the Class A Certificates and the Class A-M Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-J Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xv) to distributions to the Holders of the Class A-J Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class A-J Certificates and not previously reimbursed; (xvi) to distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xvii) after the Class Principal Balance of the Class A-J Certificates has been reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xviii) to distributions to the Holders of the Class B Certificates, up in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xix) to distributions of interest to the Holders of the Class C Certificates in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xx) after the Class ~~A Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect~~ for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates ~~for such Distribution Date~~pursuant to any prior clause of this Section 4.01(a)); (xixxi) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xxii) to distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxiii) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xxiv) to distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xxv) to distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxvi) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to distributions of principal to the Holders of the Class D E Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class E Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~xxvii) ~~sixteenth,~~ to distributions to the Holders of the Class ~~E-RR~~ E Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class E Certificates and not previously reimbursed; (xxviii) to distributions of interest to the Holders of the Class F Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of F Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~xvii~~xxix) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to ~~the Holders~~ distributions of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, principal to the Holders of the Class ~~E-RR~~ F Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class F Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~xxx) ~~nineteenth,~~ to distributions to the Holders of the Class ~~F-RR~~ F Certificates, in ~~respect of interest, up to~~ an amount equal to, ~~the Interest Distribution Amount~~ and in ~~respect of such Class of Certificates for such Distribution Date; (xx) twentieth~~reimbursement of, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed all Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tAddi

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2005-C22)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Trustee shall withdraw the Available Funds ~~for such Distribution Date,~~ from the Certificate ~~Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution~~ Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and ~~priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter,~~ shall make distributions ~~thereof from~~ to Holders of the ~~Upper-Tier REMIC Distribution Account~~ Certificates as of the preceding Record Date in the following order of priority, ~~satisfying in full,~~ to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining Available Funds: (i) ~~first,~~ to the ~~Holders~~ Class S Certificates and each Class of Senior Certificates other than the Class R1 and Class R2 Certificates, the Accrued Certificate Interest thereon for such Distribution Date (less the applicable Simple Interest Shortfall Percentage of any Unpaid Net Simple Interest Shortfall for such Distribution Date), any shortfall in available amounts being allocated among such Classes in proportion to the amount of Accrued Certificate Interest otherwise distributable thereon; (ii) to the Class S Certificates and each Class of Senior Certificates other than the Class R1 and Class R2 Certificates, any related Unpaid Class Interest Shortfall for such Distribution Date, any shortfall in available amounts being allocated among such Classes in proportion to the Unpaid Class Interest Shortfall for each such Class on such Distribution Date; and (iii) to the Class A1, Class A2, Class A3, Class A4, Class A5, Class R1 and Class R2 Certificates, in reduction of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interestCertificate Principal Balances thereof, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class ~~A-1~~ A5 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 A5 Principal Distribution Amount, ~~until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second~~if any, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Class Certificate ~~Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled~~ Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vib) ~~sixth,~~ to the ~~Holders of the~~ Class ~~A-S~~ A1, Class A2, Class A3, Class A4, Class R1 and Class R2 Certificates, ~~first up to~~ an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ Senior Principal Distribution Amount for such Distribution Date less the Class ~~compounded monthly from~~ A5 Principal Distribution Amount, if any, for such date, in the ~~date the related Realized Loss was allocated to such Class;~~following order of priority: (~~vii~~1) ~~seventh~~pro rata, to the ~~Holders of~~ Class R1 and Class R2 Certificates, until the Class ~~B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the~~ Certificate Principal Balances ~~of the Class A Certificates~~ thereof have been reduced to zero, ; (2) to the ~~Holders of~~ Class A1 Certificates, until the Class ~~B Certificates, in reduction of the~~ Certificate Principal Balance ~~thereof, up to an amount equal to the Principal Distribution Amount (or the portion~~ thereof ~~remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates~~ has been reduced to zero; (ix3) ~~ninth,~~ to the ~~Holders of~~ Class A2 Certificates, until the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate ~~Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate~~ Principal Balance ~~thereof, up to an amount equal to the Principal Distribution Amount (or the portion~~ thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (~~xii~~4) ~~twelfth,~~ to the ~~Holders of~~ Class A3 Certificates, until the Class C Certificate Principal Balance thereof has been reduced to zero; and (5) to the Class A4 Certificates, ~~first up~~ until the Class Certificate Principal Balance thereof has been reduced to ~~an amount equal~~ zero. (iv) to the ~~unreimbursed Realized Losses previously allocated to such Class~~Class M Certificates, ~~then interest on that amount at~~ the ~~Pass-Through Rate~~ Accrued Certificate Interest thereon for such ~~Class compounded monthly from~~ Distribution Date (less the ~~date the related Realized Loss was allocated to~~ applicable Simple Interest Shortfall Percentage of any Unpaid Net Simple Interest Shortfall for such ~~Class~~Distribution Date); (~~xiii~~v) ~~thirteenth,~~ to the ~~Holders of the~~ Class ~~D Certificates and Class X-D~~ M Certificates, ~~in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective~~ any Unpaid Class Interest ~~Distribution Amounts in respect of such Class of Certificates for~~ Shortfall therefor on such Distribution Date; (~~xiv~~vi) ~~fourteenth, after the Certificate Balances of~~ to the Class ~~A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D~~ M Certificates, in reduction of the Class Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t's

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Ge Capital Mortgage Services Inc)

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Thornburg 2006-2)

Distributions. Distributions to the Members shall be made as follows: (a) ~~[Reserved] (b) On each Distribution~~ As soon as practical after the Effective Date, to the extent such amounts have not been distributed prior to such date, the Company shall distribute to the Record Holder on June 30, 1999 of the ~~Available Funds~~ Class A Member's Membership Interest, all cash held by the Company as of June 30, 1999 that it is permitted to distribute under the Loan Documents, after retention of reasonable cash reserves (taking into account all other cash reserves of the Company then on hand) for expected operating expenditures of the Company during the three months following the date of such ~~Distribution~~ distribution, as reasonably determined jointly by the Class A Members. (b) From and after the Effective Date, the ~~Certificate Administrator~~ Company shall ~~be deemed~~ distribute on a monthly basis (or, if less often, as frequently as it is permitted to ~~transfer~~ distribute under the ~~Lower~~Loan Documents), all cash it is permitted to distribute under the Loan Documents (other than reasonable reserves for expected expenditures during the succeeding six-~~Tier Distribution Amount from~~ month period as determined by the ~~Lower-Tier REMIC Distribution Account~~ Class A Members and other amounts the Class A Members unanimously determine are necessary or appropriate for the expected business needs of the Company) to the ~~Upper-Tier REMIC Distribution Account~~ Class A Members, in proportion to their respective Sharing Ratios, until the ~~amounts and priorities set forth in Section 4.01(d) with respect to each~~ Class ~~of Lower-Tier Regular Interests, and immediately thereafter, shall make~~ A Members have received distributions ~~thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full,~~ equal to the ~~extent required~~ Class A Preference Amount. (c) After the Class A Members have received distributions equal to the Class A Preference Amount, the Company shall distribute, on a monthly basis (or, if less often, as frequently as it is permitted to distribute under the Loan Documents), all cash it is permitted to distribute under the Loan Documents (other than reasonable reserves for expected expenditures during the succeeding six-month period as determined by the Class A Members and ~~possible, each priority before making any distribution~~ other amounts the Class A Members unanimously determine are necessary or appropriate for the expected business needs of the Company) to the Members in accordance with ~~respect to any succeeding priority:~~the Sharing Ratios. (i) ~~first~~Notwithstanding the provisions of Section 5.01(b) and (c), but subject to Section 5.01(d)(ii), (iii) and (iv), the ~~Holders~~ Company shall make the following cash distributions to ECP Holding as promptly after the occurrence of the ~~Class A-1 Certificates~~following events as may be permitted under the Loan Documents, and such distributions shall be ignored for purposes of calculating the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-~~A ~~Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows~~Preference Amount: (A) $16,326,531 (i.e., $8,000,000 divided by .49) upon the occurrence of Financial Closing of a Power Contract Restructuring for either Power Purchase Agreement relating to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such ClassesBayonne Plant; (B) $16,326,531 (i.e., $8,000,000 divided by .49) upon the occurrence of Financial Closing of a Power Contract Restructuring for the Power Purchase Agreement relating to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such ClassCamden Plant; ~~and~~ 34 (C) $16,326,531 (i.e., $8,000,000 divided by .49) upon the occurrence of Financial Closing of Power Contract Restructuring for the Power Purchase Agreement relating to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset GroupsLinden Plant; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Limited Liability Company Agreement (East Coast Power LLC)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, an amount equal to the Interest Funds and Principal Funds for each Loan Group for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account and, in the case of Loan Group I and Loan Group II, the Pre-Funding Account to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts funds on deposit therein and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) Loan Group I, to the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class, on a pro rata basis based on the entitlement of each such Class; and (ii) Loan Group II, after payment of the premium due to the Certificate Insurer in connection with the Class II-A-2 Policy, first, to the ~~Holders of the~~ Class II-A-1 ~~Certificates, the~~ Certificates and Class II-A-2 Certificates, the ~~Class A-3 Certificates~~Current Interest and any Interest Carry Forward Amount for each such Class, on a pro rata basis based on the entitlement of each such Class, and second, to the Certificate Insurer, with respect to any Reimbursement Amount related to interest draws on the Class ~~A-4 Certificates~~ II-A-2 Policy; (B) From remaining Interest Funds in respect of the non-related Loan Group, to the Class AI-~~AB Certificates, the~~ A Certificates and Class ~~A-BP Certificates, the Class X~~II-A Certificates, the ~~Class X-BP Certificates~~ remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any, for such Classes, pro rata based on the entitlement of each such Class; provided, however, any such remaining Interest Funds that would otherwise be distributed to the Class XII-B A-2 Certificates to pay the remaining Current Interest and Interest Carry Forward Amount for and Distribution Date will be used to pay the Certificate Insurer the Reimbursement Amount related to interest draws on the Class II-A-2 Policy, if any, prior to paying such Interest Carry Forward Amount to the Class II-A-2 Certificates, (C) From remaining Interest Funds in respect of ~~interest~~both Loan Groups, ~~concurrently, as follows: (A)~~ to the Class ~~A-1~~ M-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates~~ the Current Interest and ~~Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective~~ then any Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Carry Forward Amount for such Class; and (CD) ~~to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available~~ From remaining Interest Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of ~~interest~~both Loan Groups, up sequentially to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class ~~A-3~~M-4, Class ~~A-4~~M-5, Class ~~A-AB~~ M-6, Class M-7 and Class M-8 Certificates, in that order, the Current Interest for such Class. Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount; provided, however, any such Excess Spread that would otherwise be distributed to the Class II-A-2 Certificates to pay the Extra Principal Distribution Amount for any distribution date will be used to pay the Certificate Insurer any Reimbursement Amount related to interest or principal draws on the Class II-A-2 Policy, if any, prior to paying such Extra Principal Distribution Amount to the Class II-A-2 Certificates. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and distributed pursuant to clauses (4)(A) through (H) below. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the extent not covered by Compensating Interest will be allocated as set forth in the definition of “Current Interest” herein. (2) Principal Funds, including any Extra Principal Distribution Amount, shall be distributed in the following manner and order of priority: (A~~-BP Certificates have been made~~ ) For each Distribution Date (i) prior to the Stepdown Date or (ii) on which a Trigger Event is in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) from the Group I Principal Distribution Amount for such Distribution Date) , sequentially, to the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates, in that order, in each case until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; and (2) from the Group II Principal Distribution Amount for such Distribution Date, to the Class AII-S A-1 Certificates ~~has been~~ and Class II-A-2 Certificates, concurrently on a pro rata basis, until the Certificate Principal Balances thereof are reduced to zero; provided, however, if a Group II Sequential Trigger Event is in effect, the Group II Principal Distribution Amount for such Distribution Date shall be distributed sequentially to the Class II-A-1 Certificates and Class II-A-2 Certificates, in that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) ~~sixth~~To the Class M-5 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class M-7 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (ix) To the Class M-8 Certificates, from any remaining Principal Funds in respect of both Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the Stepdown Date, so long as a Trigger Event is not in effect: (i) To the Class A Certificates, the Principal Distribution Amount for such Distribution Date to be distributed as follows: (1) from the Group I Principal Distribution Amount for such Distribution Date, sequentially, to the Class I-A-1, Class I-A-2 and Class I-A-3 Certificates, in that order, the Class I-A Principal Distribution Amount for such Distribution Date, in each case until the Certificate Principal Balance thereof is reduced to zero; and (2) from the Group II Principal Distribution Amount for such Distribution Date, to the Class II-A-1 Certificates and Class II-A-2 Certificates, concurrently on a pro rata basis, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balances thereof are reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) To the Class M-2 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class M-6 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class M-7 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (ix) To the Class M-8 Certificates, from any remaining Principal Distribution Amount in respect of both Loan Groups for such Distribution Date, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the Principal Distribution Amount or the applicable Class A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated to the remaining group of Class A Certificates pro rata and among the Classes of such certificate group in the same manner and order of priority described above; provided, however, any such amount allocable to the Class II-A-2 Certificates will be used first to pay the Certificate Insurer any Reimbursement Amounts related to principal draws on the Class II-A-2 Policy; and (4) Any Excess Cashflow shall be distributed in the following manner and order of priority: (A) from any remaining Excess Cashflow, to the Class A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, pro rata, in accordance with the Interest Carry Forward Amount due with respect to each such Class, to the extent not fully paid pursuant to clauses (1) (A) and (B) above and Section 3.20(c); provided, however any Excess Cashflow allocable to the Class II-A-2 Certificates under this clause will be used to pay any unpaid Reimbursement Amounts relating to interest draws owed to the Certificate Insurer prior to paying any Interest Carry Forward Amount to the Class II-A-2 Certificates, and (b) second, any Unpaid Realized Loss Amount for such Classes for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class; (B) from any remaining Excess Cashflow, to the Class M-1 Certificates, any remaining Interest Carry Forward Amount for such Class, in accordance with the Interest Carry Forward Amount due with respect to such Class, to the extent not fully paid pursuant to clause (1)(B) above and Section 3.20(c); (C) from any remaining Excess Cashflow, sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-4, Class M-5, Class M-6, Class M-7 and Class M-8 Certificates, in that order, an amount equal to the Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.20(c); (D) from any remaining Excess Cashflow otherwise distributable to the Class CE Interest and the Class CE Certificates, (i) first, to the Reserve Fund to pay to the Class I-A Certificates and Class II-A Certificates, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class and to the extent not paid pursuant to Section 3.20(c) and not covered by the Reserve Fund Deposit, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (E) from any remaining Excess Cashflow, to pay the Certificate Insurer any Reimbursement Amount to the extent not paid above; (F) from any remaining Excess Cashflow otherwise distributable to the Class CE Interest and the Class CE Certificates, to the Reserve Fund, (i) first, to pay to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M- 5, Class M-6, Class M-7 and Class M-8 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not paid pursuant to Section 3.20(c) and not covered by the Reserve Fund Deposit, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (G) from any remaining Excess Cashflow, to the Class A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7 and Class M-8 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such Classes of Certificates, to the extent not previously reimbursed; (H) from any remaining Excess Cashflow, to the Swap Administrator for payment to the Swap Provider, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund; (I) from any remaining Excess Cashflow, to the Class CE Interest and Class CE Certificates, an amount equal to the Class CE Distribution Amount reduced by amounts distributed in clauses (D) and (F) above; and (J) from any remaining Excess Cashflow, to each of the Class R-1, Class R-2, Class R-3 and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class ~~A-S~~ P Interest and the Class P Certificates, ~~first up to an~~ provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule, any amount ~~equal to~~ on deposit in the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh,~~ P Certificate Account will be distributed to the Holders of the Class ~~B Certificates, in respect of interest, up to an amount equal to the~~ P Interest ~~Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of~~ and the Class A P Certificates ~~have been reduced to zero, to the Holders of the Class B Certificates,~~ in reduction of the Certificate Principal Balance thereof. In addition, ~~up to an amount equal to~~ notwithstanding the foregoing, on any Distribution Date after the Distribution Date on which the Certificate Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect~~ Balance of ~~the~~ a Class of Class A Certificates ~~have been made on such Distribution Date) until the Certificate Balance of the~~ or Class B M Certificates has been reduced to zero; , that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. In addition, notwithstanding the foregoing clause (~~ix) ninth~~a)(2), to the ~~Holders~~ extent a Class IO Distribution Amount is payable from principal collections, Principal Distribution Amounts will be deemed paid to the most subordinate Class of Regular Certificates, until the Certificate Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.20(e). (b) In addition to the foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Protected Account pursuant to Section 4.01(b)(iii). If, after taking into account such Subsequent Recoveries, the amount of a Realized Loss is reduced, the amount of such Subsequent Recoveries will be applied to increase the Certificate Principal Balance of the Class ~~B Certificates~~of Certificates with the highest payment priority to which Realized Losses have been allocated, ~~first up to an~~ but not by more than the amount ~~equal to the aggregate~~ of ~~unreimbursed~~ Realized Losses previously allocated to ~~such Class~~that Class of Certificates pursuant to Section 5.05; provided, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth~~however, to the ~~Holders~~ extent that no reductions to a Certificate Principal Balance of ~~the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such~~ any Class of Certificates ~~for such Distribution Date; (xi) eleventh, after~~ currently exists as the ~~Certificate Balances~~ result of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance ta prior allocation

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2005-He9)

Distributions. (a) ~~[Reserved] (b) On each Distribution Date,~~ Subject to the ~~extent~~ other provisions of ~~the Available Funds for such Distribution Date~~this Section 3.01, Section 10.02 and Section 11.03, the ~~Certificate Administrator~~ Board in its sole discretion from time to time may cause distributions to be made to the Members, which distributions shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding prioritymade as follows: (i) first, to ~~the Holders of the~~ each Class ~~A-1 Certificates~~A Member, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance ~~with~~with such Member’s Class A Percentage, until the ~~respective Interest Distribution Amount for such Classes; (B)~~ Unpaid Class A Preferred Return with respect to the Class ~~A-BP Certificate, from the portion of Available Funds attributable~~ A Units has been reduced to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.zero; (ii) second, to each Class A Member, pro rata in accordance with such Class A Member’s Class A Percentage, until the ~~Holders of the~~ Unpaid Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) A Preferred Amount with respect to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates A Units has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to each Class B Member, pro rata in accordance with such Member’s Class B Percentage, until the ~~Holders of~~ Unpaid Class B Preferred Return with respect to the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up~~ B Units has been reduced to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classzero; (iv) fourth, to each Class B Member, pro rata in accordance with such Class B Member’s Class B Percentage, until the ~~Holders of~~ Unpaid Class B Preferred Amount with respect to the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates B Units has been reduced to zero; (viv) ~~sixth~~thereafter, fifty percent (50%) to the Class A Members and Class B Members, pro rata in accordance with their respective Class A and B Percentages and fifty percent (50%) to the Class C Members, pro rata in accordance with their respective Class C Percentages. (b) On or prior to each April 15, the Board shall cause the Company, subject to the availability of funds (and any limitations in any credit agreement to which the Company is subject) and establishment of cash reserves in the Board’s determination, to ~~the Holders of the Class A-S Certificates, first up~~ make a cash distribution to each Member in an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated~~ Hypothetical Tax Amount with respect to such ~~Class~~Member for the immediately preceding calendar year; provided, however, that the Board may make advanced distributions to the Members of their estimated Hypothetical Tax Amounts (subject to a true-up on or before April 15) corresponding with the amounts and dates that such Members would be required to make estimated income tax payments with respect to such Hypothetical Tax Amounts. Notwithstanding the foregoing, the Company shall not be required to make distributions to a Member pursuant to this Section 3.01(b) to the extent that such Member realizes income in connection with the issuance of Units to such Member, the forfeiture of Units by such Member or another Member or the repurchase of Units from such Member, another Member or any spouse or former spouse of any such Member. All distributions under this Section 3.01(b) shall be treated as an advance distribution of amounts otherwise distributable to the Members pursuant to Section 3.01(a) with respect to Class A Units, Class B Units, or Class C Units respectively, and shall reduce the amounts that would otherwise be distributed to the Members pursuant to Section 3.01(a) with respect to Class A Units, Class B Units, and Class C Units respectively, in the order in which they would otherwise have been distributable. (c) The Board may cause the Company to make distributions in kind. Except as expressly provided for in this Agreement, no Member or other Person with an interest in the Company has the right to require the Company to make a distribution in kind. Distributions received by the Company in connection with a Change in Control consisting of cash and property (including marketable securities) shall be made to all Members pursuant to Section 3.01(a) on a pari passu basis. (d) The foregoing provisions of this Article III to the contrary notwithstanding, no distribution shall be made (i) if such distribution would violate any agreement to which the Company is then a party, cause the Company or any of its Subsidiaries to be in breach of a covenant or ratio or similar provision in a credit agreement or other document relating to Indebtedness or violate any Law then applicable to the Company, including Section 18-607 of the Delaware Act, (ii) to the extent that the Board determines that any amount otherwise distributable should be retained by the Company to pay, or to establish a reserve for the payment of, any liability or obligation of the Company, whether liquidated, fixed, contingent or otherwise or (iii) to the extent that the Board determines that the cash available to the Company is insufficient to meet the reasonable needs of the business of the Company. (e) The Company and its Subsidiaries are authorized to withhold from distributions or payments to a Member or former Member, or with respect to allocations to a Member or former Member, and to pay over to any Governmental Authority any amounts which it or the Partnership Representative reasonably determines may be required to be so withheld or paid over pursuant to the Code or any provisions of any Tax Law (including any amount required to be paid on behalf of a Member or former Member pursuant to Subchapter C of Chapter 63 of the Code). All amounts so withheld or paid on behalf of a Member pursuant to the Code or any provision of any Tax Law shall be treated as amounts distributed to such Member or former Member pursuant to this Article III for all purposes under this Agreement, and if any such amount exceeds the amount such Member or former Member is then entitled to receive from the Company, may be required to be repaid with interest ~~on that amount~~ calculated at the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders~~ lower of ~~the Class B Certificates, in respect of interest, up to an amount~~ a rate equal to the ~~Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after~~ Prime Rate plus 3% and the ~~Certificate Balances of the Class A Certificates have been reduced to zero,~~ highest rate per annum permitted by applicable Law to the ~~Holders~~ Company on demand. The provisions of ~~the Class B Certificates, in reduction of the Certificate Balance thereof, up~~ this Section 3.01(e) shall survive a Member’s ceasing to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tbe a Member.

Appears in 1 contract

Sources: Limited Liability Company Agreement

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in ~~the amounts and priorities set forth in~~ accordance with Section ~~4.01(d~~3.05(b)(ii) ~~with respect to each Class of Lower-Tier Regular Interests~~through (vii), ~~and immediately thereafter, shall make~~ deemed distributions ~~thereof~~ from the ~~Upper-Tier~~ Loan REMIC ~~Distribution Account~~ to REMIC I pursuant to Section 4.01(i) and deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(j), for the following purposes and in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class IO Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the respective Classes of the Senior Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (ii) to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date; (iii) after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1 Certificates pursuant to clause (ii) above); (iv) after the Class Principal Balance of the Class A-1 and Class A-2 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1 and Class A-2 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-1, Class A-2 and Class A-3 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-4 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (vi) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii) and (iv) above); (vi) to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates has been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv) and (v) above on such Distribution Date; (vii) to distributions to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ and the Class ~~X-B~~ A-1A Certificates, pro rata as among such Classes, in ~~respect of interest~~accordance with, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to in an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, ~~the respective Interest Distribution Amount for~~ all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such ~~Classes~~Class of Certificates and not previously reimbursed; (Bviii) to distributions of interest to the Holders of the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note~~ B Certificates in ~~Asset Group 2 for such Distribution Date, up to~~ an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of such ~~Class; and (C) to the~~ Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) secondand, to the ~~Holders~~ extent not previously paid, for all prior Distribution Dates; (ix) after the Class Principal Balances of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 ~~Certificates, the Class A-AB~~ Certificates and the Class ~~A-BP~~ A-1A Certificates ~~in reduction~~ have been reduced to zero, to distributions of principal to the Holders of the ~~Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the~~ Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB~~ B Certificates, in an amount up (not to exceed the Class Principal Balance of the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Group 1~~ entire Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balance~~ (net of ~~the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made~~ any portion thereof distributed on such Distribution ~~Date, in~~ Date to the ~~following priority:~~ Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (1x) ~~first,~~ to distributions to the Holders of the Class ~~A-AB~~ B Certificates, in an amount ~~up to the Group 1 Principal Distribution Amount~~ equal to, and (in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if ~~applicable) the Group 2 Principal Distribution Amount~~any, ~~until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ previously allocated to the Class ~~A-AB Scheduled Principal Balance for such Distribution Date;~~ B Certificates and not previously reimbursed; (2xi) ~~second,~~ to distributions of interest to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 C Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to ~~the Principal Distribution Amount for such Distribution Date, until the~~ all Distributable Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (vxii) ~~fifth,~~ after the ~~Certificate Balances of the~~ Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class C Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire Principal Distribution Amount ~~in respect~~ for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates ~~for such Distribution Date~~pursuant to any prior clause of this Section 4.01(a)); (xixiii) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class C Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class C Certificates ~~in reduction~~ and not previously reimbursed; (xiv) to distributions of interest to the Holders of the ~~Certificate Balance thereof~~Class D Certificates, ~~up to~~ in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class A D Certificates ~~and~~ for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xv) after the Class ~~B Certificates have been made on such Distribution Date) until the Certificate~~ Principal Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, principal to the Holders of the Class D Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class D Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xvi) to distributions to the Holders of the Class D Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class D Certificates and not previously reimbursed; (xvii) to distributions of interest to the Holders of the Class E Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B~~ E Certificates ~~and Class C Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xviii) after the Class Principal Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to distributions of principal to the Holders of the Class D E Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class E Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~xix) ~~sixteenth,~~ to distributions to the Holders of the Class ~~E-RR~~ E Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class E Certificates and not previously reimbursed; (xx) to distributions of interest to the Holders of the Class F Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of F Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~xvii~~xxi) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to distributions of principal to the Holders of the Class ~~E-RR~~ F Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class F Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xxii) to distributions to the Holders of the Class F Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class F Certificates and not previously reimbursed; (xxiii) to distributions of interest to the Holders of the Class G Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates~~G Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxiv) after the Class ~~B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate~~ Principal Balance of the Class ~~E-RR~~ F Certificates has been reduced to zero~~; (xviii) eighteenth~~, to distributions of principal to the Holders of the Class ~~E-RR~~ G Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class G Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~xxv) ~~nineteenth,~~ to distributions to the Holders of the Class ~~F-RR~~ G Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class G Certificates and not previously reimbursed; (xxvi) to distributions of interest to the Holders of Class H Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of H Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (xxxxvii) ~~twentieth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ G Certificates ~~and Class E-RR Certificates have~~ has been reduced to zero, to distributions of principal to the Holders of the Class ~~F-RR~~ H Certificates, in ~~reduction~~ an amount (not to exceed the Class Principal Balance of the ~~Certificate Balance thereof~~Class H Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xxviii) to distributions to the Holders of the Class H Certificates in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class H Certificates and not previously reimbursed; (xxix) to distributions of interest to the Holders of the Class J Certificates, in an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ J Certificates ~~and Class E-RR Certificates have been made on~~ for such Distribution ~~Date)~~Date and, ~~until~~ to the ~~outstanding Certificate~~ extent not previously paid, for all prior Distribution Dates; (xxx) after the Class Principal Balance of the Class ~~F-RR~~ H Certificates has been reduced to zero~~; (xxi) twenty-first~~, to distributions of principal to the Holders of the Class ~~F-RR~~ J Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class J Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Certificates pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxii~~xxxi) ~~twenty-second,~~ to distributions to the Holders of the Class ~~G-RR~~ J Certificates, in ~~respect of interest, up to~~ an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class J Certificates and not previously reimbursed; (xxxii) to distributions of interest to the Holders of the Class K Certificates, in an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of ~~such~~ the Class of K Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (~~xxiii~~xxxiii) ~~twenty-third,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR~~ J Certificates ~~and Class F-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ distributions of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, principal to the Holders of the Class ~~G-RR~~ K Certificates, ~~first up to~~ in an amount (not to exceed the Class Principal Balance of the Class K Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tDis

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2004-C12)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(j) with respect to each ~~Class~~ class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions ~~thereof~~ of the Available Distribution Amount from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) ~~first~~concurrently, (A) from that portion of the Sub-Pool 1 Available Distribution Amount, to the ~~Holders of the~~ Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class A-AB and Class A-3 Certificates, ~~the~~ pro rata (based upon their respective entitlements to interest for such Distribution Date) up to an amount equal to all Distributable Certificate Interest for each such Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up and to ~~an amount equal to~~the extent not previously paid, for all prior Distribution Dates and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ (B) from that portion of the Sub-Pool 2 Available Distribution Amount, to the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date~~A-1A Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ for such ~~Class; and (C) to the~~ Class ~~X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds~~ for such Distribution Date, ~~without regard~~ and to ~~Asset Groups~~the extent not previously paid, for all prior Distribution Dates and (C) from the entire Available Distribution Amount, to the Class X Certificates, up to an amount equal to all Distributable Certificate Interest for each such Class for such Distribution Date, and to the extent not previously paid, for all prior Distribution Dates; provided, however, that if the Available Distribution Amount for any Distribution Date (or the portion thereof attributable to any Sub-Pool) is insufficient to pay in full an amount equal to all Distributable Certificate Interest for each such Class, as provided above, on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Class A-1, Class A-2, Class A-AB, C▇▇▇▇ ▇-▇ ▇▇▇ ▇lass A-1A Certificates of, up to, and pro rata as among such Classes in accordance with, the respective Distributable Certificate Interest ~~Distribution Amount for~~ in respect of such ~~Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the~~ Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.Date; (ii) ~~second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ (A~~-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I~~) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date~~, in the following priority:~~ , (1) ~~first,~~ to distributions of principal to the Holders of the Class A-AB Certificates, in an amount up (not to exceed the amount necessary to reduce the Class Principal Balance of the Class A-AB Certificates to the ~~Group~~ Class A-AB Planned Principal Balance for such Distribution Date) equal to the entire Sub-Pool 1 Principal Distribution Amount ~~and (if applicable)~~ for such Distribution Date and, after the ~~Group~~ Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Sub-Pool 2 Principal Distribution ~~Amount, until~~ Amount remaining after making any distributions required pursuant to clause (6) below on such Distribution Date; (2) after the ~~outstanding Certificate~~ Class Principal Balance of the Class A-AB Certificates has been reduced to the Class A-AB ~~Scheduled~~ Planned Principal ~~Balance for such Distribution Date; (2) second~~Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount up (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Group~~ entire Sub-Pool 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the ~~Group~~ Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Sub-Pool 2 Principal Distribution Amount ~~(or the portion thereof~~ for such Distribution Date remaining after making any distributions ~~specified in subclause~~ required pursuant to clause (16) ~~above have been made~~ below on such Distribution Date), ~~until~~ less any portion thereof distributed on such Distribution Date to the ~~outstanding Certificate~~ Holders of the Class A-AB Certificates pursuant to clause (1) above; (3) after the Class Principal Balance of the Class A-AB Certificates has been reduced to the Class A-AB Planned Principal Balance for such Distribution Date and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero~~; (3) third~~, to distributions of principal to the Holders of the Class A-2 ~~Certificates~~ Certificates, in an amount up (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Group~~ entire Sub-Pool 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the ~~Group~~ Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Sub-Pool 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (~~or the~~ 6) below on such Distribution Date (in each case, net of any portion thereof ~~remaining after any distributions specified in subclauses~~ distributed on such Distribution Date to the Holders of the Class A-AB Certificates and the Class A-1 Certificates pursuant to clauses (1) and (2) ~~above have been made on such Distribution Date~~above)~~, until~~ ; (4) after the ~~outstanding Certificate~~ Class Principal Balance of the Class A-AB Certificates has been reduced to the Class A-AB Planned Principal Balance for such Distribution Date and after the Class Principal Balances of each of the Class A-1 and Class A-2 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-AB Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-AB Certificates outstanding immediately prior to such Distribution Date) equal to the entire Sub-Pool 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero; , the entire Sub-Pool 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (46) ~~fourth~~below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-AB, Class A-1 and Class A-2 Certificates pursuant to clauses (1), (2) and (3) above); (5) after the Class Principal Balance of the Class A-1, Class A-2 and Class A-AB Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount up (not to exceed the ~~Group 1~~ Class Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Sub-Pool 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero; , the entire Sub-Pool 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (56) ~~fifth~~below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class ~~A-4 Certificates~~A-AB, ~~in an amount up~~ Class A-1 and Class A-2 Certificates pursuant to ~~the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses~~ clauses (1), (2), (3) and (4) ~~above have been made on such Distribution Date~~above)~~, until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and~~ ; (6) ~~sixth,~~ to distributions of principal to the Holders of the Class ~~A-AB~~ A-1A Certificates, in an amount up (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Group~~ entire Sub-Pool 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-1, Class A-2, Class A-3 and Class A-AB Certificates have been reduced to zero, the entire Sub-Pool 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal~~ for such Distribution ~~Amount (or the portion thereof~~ Date remaining after making any distributions ~~specified in subclauses~~ required pursuant to clauses (1), (2), (3), (4) and (5) above ~~have been made~~ on such Distribution Date~~), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero~~; ~~and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date~~ and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (COBALT CMBS Commercial Mortgage Trust 2007-C2)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Group I Pool Distribution Amount and Group II Pool Distribution Amount will be applied in the following amounts, to the extent the Group I Pool Distribution Amount and Group II Pool Distribution Amount are sufficient therefor, in the manner and in the order of priority as follows, subject to adjustment in accordance with Section 4.01(b)(iii) below: (i) with respect to the Group I-A Certificates and Class I-A-PO Component and Group II-A Certificates and Class II-A-PO Component, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, respectively, as follows: first, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group I-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the ~~Available Funds~~ Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group II-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates and the Class I-A-PO Component, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) to the Classes of Group I-A Certificates, in an aggregate amount up to the Group I-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class I-A-PO Optimal Principal Amount; (B) concurrently, to the Group II-A Certificates and the Class II-A-PO Component, pro rata, based on their respective Group II-A Non-PO Optimal Principal Amount and Class II-A-PO Optimal Principal Amount, (1) to the Classes of Group II-A Certificates, in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates with respect to the Class II-A-PO Component in an amount up to the Class II-A-PO Optimal Principal Amount; fourth, (A) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-7 Certificates pursuant to clause (ii) Paragraph twenty-first, below, second to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, third to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, fourth to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fifth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, sixth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and seventh to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; or (B) to the Class A-PO Certificates with respect to the Class II-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-7 Certificates pursuant to clause (ii) Paragraph twenty-first, below, second to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, third to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, fourth to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fifth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, sixth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and seventh to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; (ii) to the Class B Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, subject to Section 4.01(b)(iii), as follows: first, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; second, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; third, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; fourth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; fifth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; sixth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; seventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; eighth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; ninth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; tenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eleventh, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; twelfth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; thirteenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; fourteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; fifteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; sixteenth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; seventeenth, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; eighteenth, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; nineteenth, to the Class B-7 Certificates in an amount up to the Interest Accrual Amount for the Class B-7 Certificates with respect to such Distribution Date; twentieth, to the Class B-7 Certificates in an amount up to the Class B-7 Unpaid Interest Shortfall; twenty-first, to the Class B-7 Certificates in an amount up to the Class B-7 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-7 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-7 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; and twenty-second, to the Holder of the Class I-A-R Certificate (i) in respect of the Class I-A-R Interest, any amounts remaining in the Upper-Tier Certificate Account and (ii) in respect of the Class I-A-LR Interest, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance or Notional Amount of any Class has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding Principal Balances. On each Distribution Date, any Reimbursement Amount shall be distributed sequentially to the Classes of Class A Certificates and Component of the related Group and Class B Certificates then outstanding which bore the loss to which such Reimbursement Amount relates beginning with the most senior of such Class of Class A Certificates or Component of such Group and Class B Certificates, up to, with respect to each Class or Component, the amount of loss borne by such Class or Component. Any Reimbursement Amount remaining after the application described in the preceding sentence shall be included in the Group I Pool Distribution Amount or Group II Pool Distribution Amount, as applicable. (iii) Distributions on the Uncertificated Lower-Tier Interests. On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal in an amount equal to the amount of principal distributed to its respective Corresponding Upper-Tier Class, Classes or Component as provided herein. On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the Class I-A-L35 Interest, the Class I-A-LPO Interest and the Class II-A-LPO Interest) shall receive distributions in respect of interest in an amount equal to the Interest Accrual Amounts and Unpaid Interest Shortfalls, as the case may be, in respect of its Corresponding Upper-Tier Class, Classes or Component in each case to the extent actually distributed thereon (or, in the case of the Accrual Certificates, added to its Principal Balance). Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount." As of any date, the principal balance of each Uncertificated Lower-Tier Interest equals the Principal Balances of the respective Corresponding Upper-Tier Class, Classes or Component. The initial principal balance of each Uncertificated Lower-Tier Interest equals the Original Principal Balances of the respective Corresponding Upper-Tier Class, Classes or Component. The pass-through rate with respect to the Class I-A-L1 Interest, Class I-A-L2 Interest, Class I-A-L12 Interest, Class I-A-L27 Interest, Class I-A-LUR Interest, Class II-A-L1 Interest, Class B-L1 Interest, Class B-L2 Interest, Class B-L3 Interest, Class B-L4 Interest, Class B-L5 Interest, Class B-L6 Interest and Class B-L7 Interest shall be 6.000% per annum. The pass-through rate with respect to the Class I-A-L21 Interest shall be 6.350% per annum. The pass-through rate with respect to the Class I-A-L24 Interest shall be 6.500% per annum. The Class I-A-L35 Interest, Class I-A-LPO Interest and Class II-A-LPO Interest are principal-only interests and are not entitled to distributions of interest. Any Non-Supported Interest Shortfalls and Relief Act Shortfalls will be allocated to each Uncertificated Lower-Tier Interest in the same relative proportions as interest is allocated to such Uncertificated Lower-Tier Interest. (b) The Class I-A-3, Class I-A-13, Class I-A-28 and Class II-A-2 Certificates are Interest Only Certificates and are not entitled to distributions in respect of principal. (i) Group I-A Certificates I. On each Distribution Date occurring prior to the Accretion Termination Date for the Class I-A-23 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, as follows: first, concurrently, up to the TAC Principal Amount for such Distribution Date, ~~the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account~~ to the ~~Upper~~Class I-~~Tier REMIC Distribution Account in the amounts~~ A-21 and ~~priorities set forth in Section 4.01(d) with respect to each~~ Class ~~of Lower~~I-~~Tier Regular Interests~~A-22 Certificates and Class I-A-35A Component, ~~and immediately thereafter~~pro rata; second, ~~shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full~~concurrently, to the ~~extent required~~ Class I-A-24 Certificates and ~~possible~~the Class I-A-35B Component, pro rata; and third, to the Class I-A-23 Certificates. II. On each ~~priority before making~~ Distribution Date occurring prior to the Accretion Termination Date for the Class I-A-25 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, as follows: first, concurrently, up to the TAC Principal Amount for such Distribution Date less any ~~distribution with respect~~ amounts distributed pursuant to ~~any succeeding priority~~Section 4.01(b)(i)I clause first above, to the Class I-A-21 and Class I-A-22 Certificates and Class I-A-35A Component, pro rata; second, to the Class I-A-23 Certificates; third, concurrently, to the Class I-A-24 Certificates and the Class I-A-35B Component, pro rata; and fourth, concurrently, to the Class I-A-21 and Class I-A-22 Certificates and the Class I-A-35A Component, pro rata; and fifth, to the Class I-A-25 Certificates. III. On each Distribution Date occurring prior to the Subordination Depletion Date, the Class A Non-PO Principal Distribution Amount for the Group I-A Certificates will be allocated among and distributed in reduction of the Principal Balances of the Group I-A Certificates, sequentially, as follows: first, to the Class I-A-R Certificates; and second, concurrently, as follows: (a) 17.4882004410%, sequentially, as follows: (i) ~~first~~concurre▇▇▇▇, ▇▇ ▇he Class I-A-4 and Class I-A-5 Certificates, pro rata, up to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, Priority 1 Amount for such Distribution Date; (ii) concurrently, as follows: (A) 29.4811320755% to the Class ~~A-1 Certificates, Class~~ I-A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes;; and (B) 70.5188679245%, sequentially, to the Class AI-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such ClassA-6 and Class I-A-7 Certificates; and (Ciii) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Dateconcurrently, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~I-AB A-4 and Class AI-BP A-5 Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groupsrata; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2006-9 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of Available Funds, amounts held in the ~~Available Funds~~ Distribution Account shall be withdrawn and distributed on the Lower-Tier REMIC Regular Interests as follows: (i) The amounts and timing of principal and interest payments and Prepayment Interest Shortfall allocations on each Lower-Tier REMIC Regular Interest will be identical to such amounts and timing on the corresponding Related Certificates for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) except that, solely for this purpose, all calculations with respect to ~~each Class of Lower-Tier Regular Interests, and immediately thereafter,~~ the Related Certificates shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: be made as though (ix) ~~first, to the Holders of~~ the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 CertificatesA-1A, Class ~~A-2 Certificates~~A-1B, Class ~~A-3 Certificates~~A-1C, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A CertificatesA-1D, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1A-1E, Class A-2, Class A-3, Class A-4, Class AA-5, Class A-6, Class A-7, Class A-8, Class B-1, Class B-2, Class B-3, Class B-4, Class B-5, and Class B-6 Certificate Pass-AB Through Rates were equal to the Weighted Average Net Mortgage Pass-Through Rate, (y) the Class PS-1 and Class A-~~BP Certificates~~CS1 Notional Balances were zero at all times, ~~pro rata~~ and (z) any Reduction Interest Shortfall allocated to, or any restoration of amounts corresponding to such Reduction Interest Shortfall distributed on, the Class PS-1 Certificates on such Distribution Date based on ~~their respective Certificate Balances) in an amount equal~~ notional reductions to ~~the Principal Distribution Amount for such Distribution Date, until~~ the Certificate Balance of a Related Certificate were allocated to or distributed on, as the case may be, the Lower-Tier Regular Interest that corresponds to such Related Certificate. (ii) [Intentionally left blank] (iii) Realized Losses shall be allocated to, and shall reduce the Certificate Balances of, each Class of Lower-Tier Regular Interests without distribution on any Distribution Date, to the extent that the Certificate Balance of such Class exceeds the Certificate Balance of the corresponding Related Certificates because of Realized Losses allocated to such Related Certificates. Amounts recovered in respect of any amounts previously written off as Realized Losses will be distributed to the Related Lower-Tier Regular Interests, to the extent that amounts recovered in respect of any amounts previously written off as Realized Losses are distributed to the corresponding Related Certificates. (b) On each Distribution Date, (x) amounts distributed on the Lower-Tier Regular Interests pursuant to Section 4.01(a) shall be deposited in the Upper-Tier Distribution Account, (y) any amounts remaining in the Distribution Account (other than Prepayment Premiums distributable pursuant to Section 4.01(c)(ii)) shall be distributed to the holders of the Class ~~A-1~~LR Certificates and (z) Holders of each Class of Certificates (other than the Class LR Certificates) shall receive distributions from amounts on deposit in the Upper-Tier Distribution Account in respect of interest and principal, in the amounts and in the order of priority set forth below: (i) First, pro rata, in respect of interest, to the Class A-1A, Class ~~A-2~~A-1B, Class ~~A-3~~A-1C, Class ~~A-4~~A-1D, Class A-AB CS1 and Class ~~A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1~~ PS-1 Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first~~ up to an amount equal to the aggregate Class Interest Distribution Amounts of ~~unreimbursed Realized Losses previously allocated to~~ such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such ClassClasses; (ivii) ~~fourth~~Second, pro rata, to the ~~Holders of the~~ Class A-1A, Class A-1B, Class A-1C, Class A-1D, Class A-S CS1 and Class PS-1 Certificates, in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses Shortfalls previously allocated to such ~~Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~Classes; (~~vii~~iii) ~~seventh~~Third, prior to the Crossover Date, to the ~~Holders of the~~ Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D A-1A Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date),~~ until the ~~outstanding~~ Certificate Balance ~~of the Class D Certificates has been~~ thereof is reduced to zero; (xviv) ~~fifteenth~~Fourth, prior to the Crossover Date, to the ~~Holders of the~~ Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR A-1B Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect~~ less amounts of ~~the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such~~ Principal Distribution ~~Date)~~Amount distributed pursuant to all prior clauses, until the ~~outstanding~~ Certificate Balance of ~~the~~ such Class ~~E-RR Certificates has been~~ is reduced to zero; (~~xviii~~v) ~~eighteenth~~Fifth, prior to the Crossover Date, to the ~~Holders of the~~ Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR A-1C Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect~~ less amounts of ~~the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such~~ Principal Distribution ~~Date)~~Amount distributed pursuant to all prior clauses, until the ~~outstanding~~ Certificate Balance of ~~the~~ such Class ~~F-RR Certificates has been~~ is reduced to zero; (~~xxi~~vi) ~~twenty-first~~Sixth, prior to the Crossover Date, to the ~~Holders of the~~ Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR A-1D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect~~ less amounts of ~~the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such~~ Principal Distribution ~~Date)~~Amount distributed pursuant to all prior clauses, until the ~~outstanding~~ Certificate Balance of ~~the~~ such Class ~~G-RR Certificates has been~~ is reduced to zero; (~~xxiv~~vii) ~~twenty-fourth~~Seventh, on and after the Crossover Date, to the ~~Holders~~ Class A-1A, Class A-1B, Class A-1C and Class A-1D Certificates, pro rata, in reduction of the ~~Class G-RR Certificates~~Certificate Balances thereof, ~~first up to~~ an amount equal to the ~~aggregate~~ Principal Distribution Amount less amounts of ~~unreimbursed Realized Losses previously allocated~~ Principal Distribution Amount distributed pursuant to ~~such Class~~all prior clauses, ~~then interest on that amount at~~ until the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated~~ Certificate Balances thereof are reduced to ~~such Class~~zero; (~~xxv~~viii) ~~twenty-fifth~~Eighth, to the ~~Holders of the~~ Class ~~H-RR Certificates,~~ A-1E Certificates in respect of interest, up to an amount equal ~~to,~~ to the aggregate Class Interest Distribution Amount of such Class; (ix) Ninth, pro rata, (A) to the Class A-1E Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-1E Certificates ~~for such~~ pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution ~~Date~~Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificate in respect of Reduction Interest Distribution Amounts under Clause (B); (~~xxvi~~x) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zeroTenth, to the ~~Holders of the~~ Class ~~H-RR~~ A-1E Certificates, in reduction of the Certificate Balance tthereof, an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xi) Eleventh, to the Class A-1E Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xii) Twelfth, to the Class A-2 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xiii) Thirteenth, pro rata, (A) to the Class A-2 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-2 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xiv) Fourteenth, to the Class A-2 Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xv) Fifteenth, to the Class A-2 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xvi) Sixteenth, to the Class A-3 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xvii) Seventeenth, pro rata, (A) to the Class A-3 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-3 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xviii) Eighteenth, to the Class A-3 Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xix) Nineteenth, to the Class A-3 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, up to an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xx) Twentieth, to the Class A-4 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xxi) Twenty-first, pro rata, (A) to the Class A-4 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-4 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xxii) Twenty-second, to the Class A-4 Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxiii) Twenty-third, to the Class A-4 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxiv) Twenty-fourth, to the Class A-5 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xxv) Twenty-fifth, pro rata, (A) to the Class A-5 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-5 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xxvi) Twenty-sixth, to the Class A-5 Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxvii) Twenty-seventh, to the Class A-5 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxviii) Twenty-eighth, to the Class A-6 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xxix) Twenty-ninth, pro rata, (A) to the Class A-6 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-6 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xxx) Thirtieth, to the Class A-6 Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxxi) Thirty-first, to the Class A-6 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxxii) Thirty-second, to the Class A-7 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xxxiii) Thirty-third, pro rata, (A) to the Class A-7 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-7 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xxxiv) Thirty-fourth, to the Class A-7 Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxxv) Thirty-fifth, to the Class A-7 Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxxvi) Thirty-sixth, to the Class A-8 Certificates in respect of interest, up to an amount equal to the aggregate Class Interest Distribution Amount of such Class; (xxxvii) Thirty-seventh, pro rata, (A) to the Class A-8 Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class, (B) to the Class PS-1 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Balance of the Class A-8 Certificates pursuant to Section 4.01(i) up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class PS-1 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls previously allocated to the Class PS-1 Certificates in respect of Reduction Interest Distribution Amounts under Clause (B); (xxxviii) Thirty-eighth, to the Class A-8 Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amou

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Asset Securitization Corp Comm Mort Pass THR Cer Ser 1997-D4)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date and after making any withdrawals from the Distribution Account pursuant to Section 4.03(a), the Securities Administrator, as Paying Agent, shall withdraw funds on deposit in the Distribution Account to the extent of Available Funds for each Loan Group for such Distribution Date and, based on the Distribution Date Statement provided by the Securities Administrator, make the following disbursements and transfers as set forth below: (i) any Class ES Distributable Amount shall be distributed on each Distribution Date to the Class ES Certificates; (ii) the Available Funds for ~~such Distribution Date,~~ Loan Group 1 remaining after giving effect to the ~~Certificate Administrator~~ distributions specified in subsection (i) shall be ~~deemed to transfer~~ distributed on each Distribution Date (other than on the ~~Lower-Tier~~ Distribution ~~Amount from~~ Date following the ~~Lower-Tier REMIC Distribution Account to~~ optional purchase of the ~~Upper-Tier REMIC Distribution Account in~~ Mortgage Loans by the ~~amounts and priorities set forth in Section 4.01(d~~Master Servicer) ~~with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account~~ in the following order of priority: (A) to the Class A-R, ~~satisfying~~ Class 1-A1A, Class 1-A1B, Class X-1 and Class X-B Certificates, the related Interest Distributable Amounts for that date, pro rata, based on the Interest Distributable Amount to which each such Class is entitled; provided, however, that for purposes of distributions for the Class X-B Certificates pursuant to this paragraph 5.01(a)(ii)(A), the Interest Distributable Amount for the Class X-B Certificates from Loan Group 1 will be determined by the Group 1 Class X-B Apportionment Rule; provided, further, that on each Distribution Date, the related Interest Distributable Amount for the Class X-1 Certificates up to the X-1 Required Reserve Fund Deposit shall be deposited in ~~full~~the Basis Risk Reserve Fund X-1 Subaccount and shall not be distributed to the Class X-1 Certificates and the related Interest Distributable Amount for the Class X-B Certificates up to the X-B Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-B Subaccount and shall not be distributed to the Class X-B Certificates; and (B) an amount equal to the Senior Principal Distribution Amount for Loan Group 1 for that date, as follows: first, to the ~~extent required~~ Holder of Class A-R Certificate, until the Class Certificate Principal Balance of such Class is reduced to zero; second, to the Class 1-A1A and ~~possible~~Class 1-A1B Certificates, pro rata based on their respective Class Certificate Principal Balances, until the Class Certificate Principal Balances of such Classes are reduced to zero; and third, to the Class PO-1 Certificate and PO-B1 Component, pro rata based on their Class Certificate Principal Balance and Component Principal Balance, until the Class Certificate Principal Balance or Component Principal Balance, respectively, of such Class or Component is reduced to zero; (iii) the Available Funds for Loan Group 2 remaining after giving effect to the distributions specified in subsection (i) shall be distributed on each ~~priority before making any distribution with respect to any succeeding~~ Distribution Date (other than on the Distribution Date following the optional purchase of the Mortgage Loans by the Master Servicer) in the following order of priority: (A) to the Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C, Class X-2 and Class X-B Certificates, the related Interest Distributable Amounts for that date, pro rata, based on the Interest Distributable Amount to which each such Class is entitled; provided, however, that for purposes of distributions for the Class X-B Certificates pursuant to this paragraph 5.01(a)(iii)(A), the Interest Distributable Amount for the Class X-B Certificates from Loan Group 2 will be determined by the Group 2 Class X-B Apportionment Rule; provided, further, that on each Distribution Date, the related Interest Distributable Amount for the Class X-2 Certificates up to the X-2 Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-2 Subaccount and shall not be distributed to the Class X-2 Certificates and the related Interest Distributable Amount for the Class X-B Certificates up to the X-B Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-B Subaccount and shall not be distributed to the Class X-B Certificates; and (B) an amount equal to the Senior Principal Distribution Amount for Loan Group 2 for that date, as follows: first, to the Class 2-A1A1, Class 2-A1A2, Class 2-A1B and Class 2-A1C Certificates, pro rata based on their respective Class Certificate Principal Balances, until the Class Certificate Principal Balances of each such Class are reduced to zero; and second, to the Class PO-2 Certificate and PO-B2 Component, pro rata based on their Class Certificate Principal Balance and Component Principal Balance, until the Class Certificate Principal Balance or Component Principal Balance, respectively, of such Class or Component is reduced to zero; (iv) the Available Funds for Loan Group 3 remaining after giving effect to the distributions specified in subsection (i) shall be distributed on each Distribution Date (other than on the Distribution Date following the optional purchase of the Mortgage Loans by the Master Servicer) in the following order of priority: (A) to the Class 3-A1A1, Class 3-A1A2, Class 3-A1B, Class 3-A1C, Class X-3A, Class X-3B and Class X-B Certificates, the related Interest Distributable Amounts for that date, pro rata, based on the Interest Distributable Amount to which each such Class is entitled; provided, however, that for purposes of distributions for the Class X-B Certificates pursuant to this paragraph 5.01(a)(iv)(A), the Interest Distributable Amount for the Class X-B Certificate from Loan Group 3 will be determined by the Group 3 Class X-B Apportionment Rule; provided, further, that on each Distribution Date, the related Interest Distributable Amount for the Class X-3A Certificates up to the X-3A Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-3A Subaccount and shall not be distributed to the Class X-3A Certificate, the related Interest Distributable Amount for the Class X-3B Certificates up to the X-3B Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-3B Subaccount and shall not be distributed to the Class X-3B Certificate and the related Interest Distributable Amount for the Class X-B Certificates up to the X-B Required Reserve Fund Deposit shall be deposited in the Basis Risk Reserve Fund X-B Subaccount and shall not be distributed to the Class X-B Certificate; and (B) an amount equal to the Senior Principal Distribution Amount for Loan Group 3 for that date, as follows: first, to the Holders of the Class ~~A-1~~ 3-A1A1, Class 3-A1A2, Class 3-A1B and Class 3-A1C Certificates, pro rata based on their Class Certificate Principal Balances, until the Class Certificate Principal Balances of each such Class are reduced to zero; and second, to the Class PO-3A and Class PO-3B Certificates and PO-B3 Component, pro rata based on their Class Certificate Principal Balances and Component Principal Balance, until the Class Certificate Principal Balances or Component Principal Balance, respectively, of such Classes or Component is reduced to zero; On any Distribution Date, if the amount to be distributed with respect to the Class X-B Certificates from a Loan Group in accordance with the provisions of Sections 5.01(a)(ii)(A), 5.01(a)(iii)(A) or 5.01(a)(iv)(A) above is less than an amount equal to the Class X-B Certificates’ Interest Distributable Amount (calculated for this purpose by using the portion of its Class Certificate Notional Balance attributable to such Loan Group), then Available Funds from the other Loan Groups remaining after making the distributions in either Sections 5.01(a)(ii)(A), 5.01(a)(iii)(A) or 5.01(a)(iv)(A) above, as applicable, to the Certificates related to such other Loan Groups, shall be distributed to the Class X-B Certificates to cover that shortfall. (v) first, from the Yield Maintenance Account, to the Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C, Class 3-A1A2, Class 3-A1B and Class 3-A1C Certificates, any related Yield Maintenance Distributable Amount for such Distribution Date in the order and priority set forth in Section 4.04 above and second, from the Basis Risk Reserve Fund, to the Class 1-A1A, Class 1-A1B, Class 2-A1A1, Class 2-A1A2, Class 2-A1B, Class 2-A1C, Class 3-A1A1, Class 3-A1A2, Class 3-A1B and Class 3-A1C Certificates, any related Basis Risk Shortfall for such Distribution Date remaining after giving effect to the distributions specified in clause first above in the order and priority set forth in Section 5.07 below; (vi) the Available Funds for each Loan Group remaining after giving effect to the distributions specified in subsections (i), (ii), (iii), (iv) and (v) above shall be distributed to the Certificate Insurer and the Certificateholders in the following order of priority: (1) to the Certificate Insurer, any Certificate Insurer Reimbursement Amounts due and unpaid; (2) to the Class B-1 Certificates, the related Interest Distributable Amount for that date; (3) to the Class ~~A-2~~ B-1 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (4) to the Class B-2 Certificates, the related Interest Distributable Amount for that date; (5) to the Class ~~A-3~~ B-2 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (6) to the Class B-3 Certificates, the related Interest Distributable Amount for that date; (7) to the Class ~~A-4 Certificates~~ B-3 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (8) to the Class B-4 Certificates, the related Interest Distributable Amount for that date; (9) to the Class B-4 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (10) to the Class B-5 Certificates, the related Interest Distributable Amount for that date; (11) to the Class B-5 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (12) to the Class B-6 Certificates, the related Interest Distributable Amount for that date; (13) to the Class B-6 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (14) to the Class B-7 Certificates, the related Interest Distributable Amount for that date; (15) to the Class B-7 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (16) to the Class B-8 Certificates, the related Interest Distributable Amount for that date; (17) to the Class B-8 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (18) to the Class B-9 Certificates, the related Interest Distributable Amount for that date; (19) to the Class B-9 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (20) to the Class B-10 Certificates, the related Interest Distributable Amount for that date; (21) to the Class B-10 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (22) to the Class B-11 Certificates, the related Interest Distributable Amount for that date; (23) to the Class B-11 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (24) to the Class B-12 Certificates, the related Interest Distributable Amount for that date; (25) to the Class B-12 Certificates, an amount allocable to principal equal to their Pro Rata Share for such Distribution Date, until the Class Certificate Principal Balance of such Class is reduced to zero; (26) from the Basis Risk Reserve Fund, to the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5, Class B-6, Class B-7, Class B-8, Class B-9, Class B-10, Class B-11 and Class B-12 Certificates, any related Basis Risk Shortfall for such Distribution Date in the order and priority set forth in Section 5.07 below; (27) to the Holder of the Class A-~~AB Certificates~~R Certificate, any Available Funds, other than any portion thereof in respect of Premium Proceeds, then remaining; and (28) on the final Distribution Date, to the Holder of the Class A-BP R-II Certificate the Premium Proceeds. (vii) from the Basis Risk Reserve Fund X-B Subaccount, to the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5, Class B-6, Class B-7, Class B-8, Class B-9, Class B-10, Class B-11 and Class B-12 Certificates, any related Basis Risk Shortfall for such Distribution Date in the order and priority set forth in Section 5.07 below; (viii) the Available Funds for each Loan Group remaining after giving effect to the distributions specified in subsections (i), (ii), (iii), (iv), (v), (vi) and (vii) above will be distributed to the Certificateholders in the following order of priority: (A) to the Holder of the Class A-R Certificate, any Available Funds for Loan Group 1, Loan Group 2 and Loan Group 3, other than any portion thereof in respect of Premium Proceeds, then remaining; and (B) on the final Distribution Date, to the Holder of the Class A-R-II Certificate, the Premium Proceeds. On the Distribution Date following the optional purchase of the Mortgage Loans by the Master Servicer, Available Funds shall be applied in the amounts and in the order specified above, except that no amounts will distributed pursuant to Section 5.01(a)(v) and (a)(vii) above and the portion of Available Funds remaining after the distribution pursuant to Section 5.01(a)(ii), (a)(iii) and (a)(iv) above will be applied in the order specified in Section 5.01(a)(vi). With respect to any Distribution Date and Insured Amount, the Securities Administrator shall make payments pursuant to Section 5.01(a)(ii) with respect to the Class 1-A1B Certificates from the amount drawn under the Certificate Insurance Policy for such Distribution Date in respect of such Class pursuant to Section 4.02. Funds received by the Trustee as a result of any claim under the Certificate Insurance Policy shall be applied solely to payments to the Class 1-A1B Certificateholders and may not be applied to satisfy costs, expenses or liabilities of the Master Servicer, the Securities Administrator, the Trustee or the Trust. (b) Amounts to be paid to the Holders of a Class of Certificates shall be payable with respect to all Certificates of that Class, pro rata, based on the Certificate Principal Balance or Certificate Notional Balance, as applicable, of each Certificate of that Class. (c) On each Distribution Date, the Monthly Interest Distributable Amounts for the Classes of Senior Certificates (other than the Class PO-1, Class PO-2, Class PO-3A, Class PO-3B and Class PO-B Certificates) and Subordinate Certificates on such Distribution Date shall be reduced proportionately, based on (A) in the case of the Senior Certificates (other than the Class PO-1, Class PO-2, Class PO-3A, Class PO-3B, Class PO-B and Class X-A B Certificates), the ~~Class X-BP Certificates and~~ Monthly Interest Distributable Amount to which they would otherwise be entitled, (B) in the case of the Class X-B Certificates, ~~in respect of interest~~the Monthly Interest Distributable Amount to which they would otherwise be entitled to receive from such Loan Group, ~~concurrently, as follows: (A) to~~ based on the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and related Loan Group’s Class X-B Apportionment Rule and (C) in the case of the Subordinate Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount accrued at the related Pass-Through Rate ~~for such Class compounded monthly from the date~~ on the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Apportioned Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to each such Class, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date~~ by Net Interest Shortfalls with respect to the related ~~Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the~~ Loan Group. The Class ~~B Certificates, in respect of interest, up to an amount equal to the Interest Distribution~~ ES Distributable Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tshall be similarly reduce

Appears in 1 contract

Sources: Pooling and Servicing Agreement (HarborView Mortgage Loan Trust 2005-15)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Group I Pool Distribution Amount and Group II Pool Distribution Amount will be applied in the following amounts, to the extent the Group I Pool Distribution Amount and Group II Pool Distribution Amount are sufficient therefor, in the manner and in the order of priority as follows, subject to adjustment in accordance with Section 4.01(b)(iii) below: (i) with respect to the Group I-A Certificates and Class I-A-PO Component and Group II-A Certificates and Class II-A-PO Component, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, respectively, as follows: first, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group I-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the ~~Available Funds~~ Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group II-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates and the Class I-A-PO Component, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) to the Classes of Group I-A Certificates, in an aggregate amount up to the Group I-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class I-A-PO Optimal Principal Amount; (B) concurrently, to the Group II-A Certificates and the Class II-A-PO Component, pro rata, based on their respective Group II-A Non-PO Optimal Principal Amount and Class II-A-PO Optimal Principal Amount, (1) to the Classes of Group II-A Certificates, in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates with respect to the Class II-A-PO Component in an amount up to the Class II-A-PO Optimal Principal Amount; fourth, (A) to the Class A-PO Certificates with respect to the Class I-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; or (B) to the Class A-PO Certificates with respect to the Class II-A-PO Component in an amount up to the Class A-PO Deferred Amount for such Component from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class B-1 Certificates pursuant to clause (ii) Paragraph third below; (ii) to the Class B Certificates, from the Group I Pool Distribution Amount and Group II Pool Distribution Amount, subject to Section 4.01(b)(iii), as follows: first, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; second, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; third, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; fourth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; fifth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; sixth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; seventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; eighth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; ninth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; tenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eleventh, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; twelfth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; thirteenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; fourteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; fifteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; sixteenth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; seventeenth, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; eighteenth, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amounts as provided in clause (i) Paragraph fourth above; and nineteenth, to the Holder of the Class II-A-R Certificate (i) in respect of the Class II-A-R Interest, any amounts remaining in the Upper-Tier Certificate Account and (ii) in respect of the Class II-A-LR Interest, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance or Notional Amount of any Class has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the ~~Certificate Administrator~~ amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding Principal Balances. On each Distribution Date, any Reimbursement Amount shall be ~~deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account~~ distributed sequentially to the ~~Upper-Tier REMIC Distribution Account in~~ Classes of Class A Certificates and Component of the ~~amounts~~ related Group and ~~priorities set forth in Section 4.01(d)~~ Class B Certificates then outstanding which bore the loss to which such Reimbursement Amount relates beginning with the most senior of such Class of Class A Certificates or Component of such Group and Class B Certificates, up to, with respect to each Class or Component, the amount of loss borne by such Class or Component. Any Reimbursement Amount remaining after the application described in the preceding sentence shall be included in the Group I Pool Distribution Amount or Group II Pool Distribution Amount, as applicable. (iii) Distributions on the Uncertificated Lower-Tier ~~Regular~~ Interests. On each Distribution Date, ~~and immediately thereafter,~~ each Uncertificated Lower-Tier Interest shall ~~make~~ receive distributions ~~thereof from~~ in respect of principal in an amount equal to the amount of principal distributed to its respective Corresponding Upper-Tier ~~REMIC~~ Class, Classes or Component as provided herein. On each Distribution ~~Account~~ Date, each Uncertificated Lower-Tier Interest (other than the Class I-A-L21 Interest, the Class I-A-LPO Interest, the Class II-A-L3 Interest and the Class II-A-LPO Interest) shall receive distributions in respect of interest in an amount equal to the ~~following order~~ Interest Accrual Amounts and Unpaid Interest Shortfalls, as the case may be, in respect of ~~priority~~its Corresponding Upper-Tier Class, ~~satisfying~~ Classes or Component in ~~full,~~ each case to the extent ~~required~~ actually distributed thereon (or, in the case of the Accrual Certificates, added to its Principal Balance). Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and ~~possible, each priority before making any distribution~~ interest with respect to any ~~succeeding priority:~~Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount." As of any date, the principal balance of each Uncertificated Lower-Tier Interest equals the Principal Balances of the respective Corresponding Upper-Tier Class, Classes or Component. The initial principal balance of each Uncertificated Lower-Tier Interest equals the Original Principal Balances of the respective Corresponding Upper-Tier Class, Classes or Component. The pass-through rate with respect to the Class I-A-L1 Interest, Class II-A-LUR Interest, Class B-L1 Interest, Class B-L2 Interest, Class B-L3 Interest, Class B-L4 Interest, Class B-L5 Interest and Class B-L6 Interest shall be 5.750% per annum. The pass-through rate with respect to the Class I-A-L22 Interest shall be 6.000% per annum. The pass-through rate with respect to the Class II-A-L1 Interest shall be 7.500% per annum. The Class I-A-L21 Interest, Class II-A-L3 Interest, Class I-A-LPO Interest and Class II-A-LPO Interest are principal-only interests and are not entitled to distributions of interest. Any Non-Supported Interest Shortfalls and Relief Act Shortfalls will be allocated to each Uncertificated Lower-Tier Interest in the same relative proportions as interest is allocated to such Uncertificated Lower-Tier Interest. (b) The Class II-A-2 Certificates are Interest Only Certificates and are not entitled to distributions in respect of principal. (i) ~~first~~Group I-A Certificates I. On each Distribution Date occurring prior to the Accretion Termination Date for the Class I-A-6 Certificates, the Accrual Distribution Amount will be distributed, sequentially, to the ~~Holders~~ Class I-A-5 and Class I-A-6 Certificates. II. On each Distribution Date occurring prior to the Subordination Depletion Date, the Group I-A Non-PO Principal Distribution Amount will be allocated among and distributed in reduction of the ~~Class A-1 Certificates,~~ Principal Balances of the ~~Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~Group I-A Certificates~~, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest~~, concurrently, as follows: (A) ~~to the Class A-1 Certificates~~32.4577789362%, ~~Class A-2 Certificates~~sequentially, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes;as follows: (Bi) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Dateconcurrently, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~I-AB A-8 and Class AI-BP A-9 Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interestrata, up to ~~an amount equal to~~ the ~~Interest Distribution~~ Priority 1 Amount ~~in respect of such Class of Certificates~~ for such Distribution Date; (vii) ~~fifth~~sequentially, ~~after~~ up to the ~~Certificate Balances of the Class A-1 Certificates~~PAC Principal Amount for such Distribution Date, ~~Class A-2 Certificates~~as follows: (a) concurrently, ~~Class A-3 Certificates~~as follows: (1) 29.0932911489%, ~~Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero~~sequentially, to the ~~Holders of the~~ Class AI-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, A-1 and ▇▇▇▇▇ ▇-A-2 Certificates; and (2) 70.9067088511% to the Class I-A-3 Certificates; and (▇) ▇▇ ▇▇▇ Class I-A-4 Certificates; (iii) sequentially, to the Class ~~A-3, Class A-4, Class A~~I-AB A-5 and Class AI-~~BP Certificates have been made on such Distribution Date~~A-6 Certificates; (iv) ~~until the outstanding Certificate Balance of~~ sequentially, as follows: (a) concurrently, as follows: (1) 29.0932911489%, sequentially, to the Class AI-~~S Certificates has been reduced~~ A-1 and ▇▇▇▇▇ ▇-A-2 Certificates; (2) 70.9067088511% to ~~zero~~the Class I-A-3 Certificates; and (▇) ▇▇ ▇▇▇ Class I-A-4 Certificates; (v) to the Class I-A-7 Certificates; and (vi) ~~sixth~~concurrently, to the ~~Holders of the~~ Class AI-S A-8 and Class I-A-9 Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance trata.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2006-6 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date and after making any withdrawals from the Distribution Account pursuant to Section 4.03(a), the Trustee shall withdraw funds on deposit in the Distribution Account to the extent of Available Funds for each Loan Group for such Distribution Date and, make the following disbursements and transfers as set forth below: (i) from the Available Funds in each Loan Group, to the Bank of New York, as a Custodian, any amounts due to it pursuant to Section 19 of the BONY Custodial Agreement; provided, however, that in no event may such amounts payable by the Trust exceed $100,000 per calendar year; (ii) the Available Funds for ~~such Distribution Date, the Certificate Administrator~~ Loan Group 1 shall be ~~deemed to transfer the Lower-Tier~~ distributed on each Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Date in the following order of priority: (A) first, ~~satisfying~~ sequentially, (1) to the Class A-R and Class 1-A Certificates, the IO-1 and IO-BB Components, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class or Component is entitled); provided, however, that on each Distribution Date, the related Interest Distributable Amount (after giving effect to any reduction in ~~full,~~ respect of Net Deferred Interest allocated to the IO-1 and IO-BB Components on such Distribution Date) that would otherwise be distributable to the IO-1 and IO-BB Components shall be deposited in the related Basis Risk Reserve Fund Subaccount to the extent ~~required~~ of the Required Reserve Fund Deposit and ~~possible~~shall not be distributed to the IO-1 and IO-BB Components; provided, ~~each priority before making any distribution with respect~~ further, that, for the purpose of distributions to ~~any succeeding priority:~~the IO-BB Component, only the portion of the IO-BB Component Notional Balance derived from the Group 1 Mortgage Loans will be used to calculate distributions to the IO-BB Components from Available Funds for Loan Group 1; and (i2) ~~first,~~ to the Holders of the Class ~~A-1 Certificates~~2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class 2-A3, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A3 and Class 3-A4 Certificates and the IO-2 and IO-3 Component, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class ~~A-2 Certificates~~or Component is entitled), based on and to the extent of the Interest Distributable Amount to which each such Class ~~A-3 Certificates~~or Component is entitled for such date but has not received pursuant to paragraphs 5.01(a)(iii)(A)(1) and 5.01(a)(iv)(A)(1), as applicable; (B) second, an amount equal to the ~~Class A-4 Certificates~~ Senior Principal Distribution Amount for Loan Group 1 for that date, as follows: first, to the Holder of Class A-~~AB Certificates~~R Certificate, until the Class ~~A-BP Certificates~~Certificate Principal Balance of such Class is reduced to zero; second, to the Class X1-A Certificates, until the Class XCertificate Principal Balance of such Class is reduced to zero; third, to the PO-1 Component, until its Component Principal Balance is reduced to zero; and fourth, to the PO-BP B1 Component, until its Component Principal Balance is reduced to zero; (iii) the Available Funds for Loan Group 2 shall be distributed on each Distribution Date in the following order of priority: (A) first, sequentially, (1) to the Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2A2B and Class 2-A3 Certificates and the IO-2 and IO-BB Components, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class or Component is entitled); provided, however, that on each Distribution Date, the related Interest Distributable Amount (after giving effect to any reduction in respect of Net Deferred Interest allocated to the IO-2 and IO-BB Components on such Distribution Date) that would otherwise be distributable to the IO-2 and IO-BB Components shall be deposited in the related Basis Risk Reserve Fund Subaccount to the extent of the Required Reserve Fund Deposit and shall not be distributed to the IO-2 and IO-BB Components; provided, further, that, for the purpose of distributions to the IO-BB Component, only the portion of the IO-BB Component Notional Balance derived from the Group 2 Mortgage Loans will be used to calculate distributions to the IO-BB Component from Available Funds for Loan Group 2; and (2) to the Holders of the Class 1-A, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A3 and Class 3-A4 Certificates and the IO-1 and IO-3 Component, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class or Component is entitled), based on and to the extent of the Interest Distributable Amount to which each such Class or Component is entitled for such date but has not received pursuant to paragraphs 5.01(a)(ii)(A)(1) and 5.01(a)(iv)(A)(1), as applicable; (B) second, an amount equal to the Senior Principal Distribution Amount for Loan Group 2 for that date, as follows: first, to the Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2A2B and Class 2-A3, pro rata (based on Class Certificate Principal Balance) until the Class Certificate Principal Balance of such Class is reduced to zero; second, to the PO-2 Component, until its Component Principal Balance is reduced to zero; third, to the PO-B2 Component, until its Component Principal Balance is reduced to zero (iv) the Available Funds for Loan Group 3 shall be distributed on each Distribution Date in the following order of priority: (A) first, sequentially, (1) to the Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A3 and Class 3-A4 Certificates and the IO-3 and IO-BB Component, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class or Component is entitled); provided, however, that on each Distribution Date, the related Interest Distributable Amount (after giving effect to any reduction in respect of Net Deferred Interest allocated to the IO-3 and IO-BB Component on such Distribution Date) that would otherwise be distributable to the IO-3 and IO-BB Components shall be deposited in the related Basis Risk Reserve Fund Subaccount to the extent of the Required Reserve Fund Deposit and shall not be distributed to the IO-3 and IO-BB Components; provided, further, that, for the purpose of distributions to the IO-BB Component, only the portion of the IO-BB Component Notional Balance derived from the Group 3 Mortgage Loans will be used to calculate distributions to the IO-BB Component from Available Funds for Loan Group 3; and (2) to the Holders of the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B and Class 2-A3 Certificates and the IO-1 and IO-2 Component, the related Interest Distributable Amounts for that date, pro rata (based on the Interest Distributable Amounts to which each such Class or Component is entitled), based on and to the extent of the Interest Distributable Amount to which each such Class or Component is entitled for such date but has not received pursuant to paragraphs 5.01(a)(ii)(A)(1) and 5.01(a)(iii)(A)(1), as applicable; (B) second, an amount equal to the Senior Principal Distribution Amount for Loan Group 3 for that date, as follows: first, to the Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A3 and Class 3-A4 Certificates, pro rata (based on Class Certificate Principal Balance) until the Class Certificate Principal Balance of such Class is reduced to zero; second, to the PO-3 Component, until its Component Principal Balance is reduced to zero; and third, to the PO-B-3 Component, until its Component Principal Balance is reduced to zero (v) from the Yield Maintenance Account, to the Class 1-A, Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class 2-A3, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B and Class 3-A4 Certificates, any related Yield Maintenance Distributable Amount for such Distribution Date in the order and priority set forth in Section 4.04 above; (vi) concurrently (a) from the Basis Risk Reserve Fund X-1 Subaccount to the Class 1-A Certificates, (b) from the Basis Risk Reserve Fund X-2 Subaccount to the Class 2-A1A, Class 2-A1B, Class 2-A2A, Class 2-A2B, Class 2-A3 Certificates, (c) from the Basis Risk Reserve Fund X-3 Subaccount to the, Class 3-A1A, Class 3-A1B, Class 3-A2A, Class 3-A2B, Class 3-A3, Class 3-A4 and (d) from the Basis Risk Reserve Fund X-B Subaccount to the Subordinate Certificates, any related Basis Risk Shortfall for such Distribution Date remaining after giving effect to the distributions specified in ~~respect~~ subsection (v) above in the order and priority set forth in Section 5.07 below; (vii) the Available Funds for each Loan Group remaining after giving effect to the distributions specified in subsections (i), (ii), (iii), (iv), (v) and (vi) above will be distributed to the Certificateholders in the following order of ~~interest, concurrently, as follows~~priority: (A) to the Class ~~A-1~~ B-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ the ~~portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective~~ related Interest ~~Distribution~~ Distributable Amount for ~~such Classes~~that date; (B) to the Class ~~A-BP Certificate~~B-1 Certificates, ~~from the portion of Available Funds attributable~~ an amount allocable to ~~the BP Freely Prepayable Note in Asset Group 2~~ principal equal to its Pro Rata Share for such Distribution ~~Date, up~~ Date until the Class Certificate Principal Balance of such Class is reduced to ~~an amount equal to the Interest Distribution Amount for such Class; and~~zero; (C) to the Class ~~X-A~~ B-2 Certificates, the related Interest Distributable Amount for that date; (D) to the Class ~~X-BP Certificates and~~ B-2 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (E) to the Class B-3 Certificates, the related Interest Distributable Amount for that date; (F) to the Class B-3 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (G) to the Class B-4 Certificates, the related Interest Distributable Amount for that date; (H) to the Class B-4 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (I) to the Class B-5 Certificates, the related Interest Distributable Amount for that date; (J) to the Class B-5 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; (K) to the Class B-6 Certificates, the related Interest Distributable Amount for that date; (L) to the Class B-6 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class Certificate Principal Balance of such Class is reduced to zero; and (viii) from the Basis Risk Reserve Fund X-B ~~Certificates, from~~ Subaccount to the Subordinate Certificates any related Basis Risk Shortfall for such Distribution Date remaining after giving effect to the distributions specified in subsection (v) above in the order and priority set forth in Section 5.07 below; and (ix) the Available Funds for ~~such Distribution Date, without regard~~ each Loan Group remaining after giving effect to ~~Asset Groups, up to an amount equal to, and pro rata~~ the distributions specified in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause subsections (i), or (ii), (iii), (iv), (v), (vi) and (viii) above will be distributed to the ~~portion of~~ Class A-R Certificate, any Available Funds ~~attributed to Asset Group 2 are insufficient to pay in full the total amount of interest~~ then remaining. (b) Amounts to be paid to the Holders of a Class ~~A-BP Certificates~~of Certificates shall be payable with respect to all Certificates of that Class, pro rata, based on the Certificate Principal Balance or Certificate Notional Balance, as applicable, of each Certificate of that Class. (c) On each Distribution Date, the ~~Available Funds available~~ Monthly Interest Distributable Amounts for the Classes of Senior Certificates and Subordinate Certificates on such Distribution Date shall be ~~allocated among all those Classes~~ reduced proportionately, based on (A) in the case of ~~Certificates up to an amount equal to, and pro rata in accordance with~~the Senior Certificates, the ~~respective~~ Monthly Interest ~~Distribution~~ Distributable Amount ~~for such Classes~~ to which they would otherwise be entitled and (B) in the case of the Subordinate Certificates, ~~without regard~~ interest accrued at the related Subordinate Certificate Pass-Through Rate on the related Apportioned Principal Balance of each such Class, by Net Interest Shortfalls with respect to ~~Asset Groups~~the related Loan Group. (d) Notwithstanding the priority and allocation set forth in Section 5.01(a)(vii) above, if with respect to any Class of Subordinate Certificates on any Distribution Date the sum of the related Class Subordination Percentages of such Class and of all other Classes of Subordinate Certificates which have a higher numerical Class designation than such Class (the “Applicable Credit Support Percentage”) is less than the Original Applicable Credit Support Percentage for such Class, no distribution of Principal Prepayments will be made to any such Classes (the “Restricted Classes”) and the amount of such Principal Prepayment otherwise distributable to the Restricted Classes shall be distributed to any Classes of Subordinate Certificates having lower numerical Class designations than such Class, pro rata, based on the Class Certificate Principal Balances of the respective Classes immediately prior to such Distribution Date and shall be distributed in the sequential order provided in Section 5.01(a)(vii) above. (i) Notwithstanding the priority and allocation set forth in Section 5.01(a)(vii), with respect to any Loan Group, on each Distribution Date prior to the Senior Credit Support Depletion Date but after the date on which the aggregate Class Certificate Principal Balance of each Class of the Senior Certificates and PO Components related to a Loan Group have been reduced to zero, 100% of the Principal Prepayments on the Mortgage Loans in that Loan Group otherwise distributable on each Class of Subordinate Certificates pursuant to Section 5.01(a)(vii), in reverse order of priority, shall be distributed as principal to the Senior Certificates related to each other Loan Group remaining outstanding in the amounts provided in the next succeeding sentence, provided that on such Distribution Date either clause (i) or (ii) in the definition of the Two Times Test has not been met. Such amount shall be allocated among the other Groups, pro rata based on aggregate Class Certificate Principal Balance of the related Senior Certificates, and paid to the Senior Certificates in such Group or Groups in the same priority as such Certificates would receive other distributions of principal pursuant to Section 5.01(a). (A) On any Distribution Date on which the Senior Certificates and PO Component related to a Loan Group constitute an Undercollateralized Group, all amounts otherwise distributable as Available Funds on the Subordinate Certificates, in reverse order of priority (or, following the Senior Credit Support Depletion Date, such other amounts described in the immediately following sentence), will be distributed as principal to the Senior Certificates and PO Component of such Undercollateralized Group pursuant to Section 5.01(a) first, up to the sum of the Accrued Interest Amount and the Principal Deficiency Amount for the related Undercollateralized Group (such distribution, an “Undercollateralization Distribution”) and second, to pay to the ~~Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ Subordinate Certificates and the Class A-BP R Certificate in the same order and priority as provided in Section 5.01(a)(viii). In the event that the Senior Certificates ~~in reduction of~~ and PO Component related to a Loan Group constitute an Undercollateralized Group on any Distribution Date following the ~~Certificate Balances thereof: (I) prior~~ Senior Credit Support Depletion Date, Undercollateralization Distributions will be made from any Available Funds for a Loan Group not related to an Undercollateralized Group remaining after all required amounts have been distributed to the ~~Cross-Over Date (a) to the~~ related Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ of Senior Certificates and ~~Class A-AB Certificates~~PO Component. Undercollateralization Distributions will be applied first to pay accrued but unpaid interest, if any, and second to pay principal in ~~an amount up to~~ the ~~Group 1 Principal Distribution Amount for such~~ same priority and allocation provided in Section 5.01(a). (B) If on any Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero~~there are two or more Undercollateralized Groups, the ~~Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date,~~ distribution described in ~~the following priority:~~ paragraph (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1ii)(A) above ~~have been~~ will be made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class Apro-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tDeficiency Amount.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (HarborView Mortgage Loan Trust 2004-11)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall be deemed to transfer the Lower-Tier Regular Distribution Amount from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(b) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of pay interest, concurrently, ~~as follows:~~ (Ai) to on the Class ~~A-1 Certificates~~A-1, Class ~~A-2 Certificates~~A-2, Class ~~A-3 Certificates~~A-3, Class A-4 ~~Certificates~~ and Class A-AB SB Certificates, ~~from~~ ▇▇▇ ▇▇▇▇, ▇▇▇m the portion of the Available ~~Funds attributable to the Group 1 Assets~~ Distribution Amount for such Distribution ~~Date,~~ Date attributable to mortgage loans in Loan Group 1 up to an amount equal ~~to, and pro rata~~ to the aggregate Interest Distribution Amount for those Classes; (ii) on the Class A-1A Certificates from the portion of the Available Distribution Amount for such Distribution Date attributable to mortgage loans in ~~accordance with,~~ Loan Group 2 up to an amount equal to the ~~respective~~ aggregate Interest Distribution Amount for such ~~Classes;~~ Class; and (Biii) to on the Class ~~A-BP Certificate,~~ X Certificates from the portion of the Available ~~Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Distribution Amount for such Distribution ~~Date,~~ Date up to an amount equal to the Interest Distribution Amount for such Class~~; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date~~, without regard to ~~Asset Groups~~Loan Group, up in each case based upon their respective entitlements to ~~an amount equal to, and pro rata in accordance with, the respective Interest~~ interest for that Distribution ~~Amount for such Classes~~Date; provided, however, if on any Distribution ~~Date~~Date where the Available Distribution Amount (or applicable portion of the Available Distribution Amount) is not sufficient to make distributions in full to the related Classes as described above, the Available ~~Funds are insufficient~~ Distribution Amount will be allocated among the above Classes without regard to ~~pay~~ Loan Group, pro rata, in ~~full~~ accordance with the ~~total~~ respective amounts of Distributable Certificate Interest in respect of such Classes on such Distribution Date, in an amount equal to all Interest Distribution Amounts in respect of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the each such Class ~~A-BP Certificates, the Available Funds available~~ for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.Date; (ii) second, to the ~~Holders of the~~ Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the~~ Class ~~A-4 Certificates~~A-4, ~~the~~ Class A-~~AB Certificates~~ SB and ~~the~~ Class ~~A-BP Certificates~~ A-1A Certificates, in reduction of the Certificate Balances ~~thereof~~of those Classes, concurrently: (Ii)(A) ~~prior to the Cross-Over Date (a)~~ first, to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class~~ A-AB SB Certificates, in an amount up equal to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class ~~A-BP~~ A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in ~~subclause~~ clause (1ii) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates below have been made on such Distribution Date, until the Certificate Balance of the Class A-BP SB Certificates is reduced to the Class A-SB Planned Principal Balance, (B) then, to the Class A-1 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-1 Certificates is reduced to zero, (C) to the Class A-2 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A) and (B) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A) and (B) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-2 Certificates is reduced to zero, (D) then to the Class A-3 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clauses (i)(A), (B) and (C) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates is reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clauses (i)(A), (B) and (C) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-3 Certificates is reduced to zero, (E) then to the Class A-4 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A), (B), (C) and (D) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A), (B), (C) and (D) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-4 Certificates is reduced to zero, (F) to the Class A-SB Certificates in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after payments specified in clause (i)(A), (B), (C), (D) and (E) above have been made) for such Distribution Date and, after the Certificate Balance of the Class A-1A Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments specified in clause (i)(A), (B), (C), (D) and (E) above and clause (ii) below have been made on such Distribution Date, until the Certificate Balance of the Class A-SB Certificates is reduced to zero; and (IIii) ~~on or~~ to the Class A-1A Certificates, in an amount equal to the Group 2 Principal Distribution Amount and, after the ~~Cross~~Certificate Balances of the Class A-4 and Class A-~~Over~~ SB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments specified in clauses (i)(A), (B), (C), (D), (E) and (F) above have been made on such Distribution Date, until the Certificate Balance of the Class A-1A Certificates is reduced to zero; (iii) third, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB SB and Class ~~A-BP Certificates~~A-1A C▇▇▇▇▇▇▇▇▇▇▇, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro ▇ro rata (based upon the aggregate unreimbursed ~~Realized Losses~~ Collateral Support Deficit allocated to each Class), until all amounts of Collateral Support Deficit previously allocated to ~~each such Class)~~those Classes, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (iv) fourth, to the ~~Holders of the~~ Class A-S M Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (v) fifth, ~~after~~ following reduction of the Certificate Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ A Certificates ~~and Class A-BP Certificates have been reduced~~ to zero, to the ~~Holders of the~~ Class A-~~S Certificates~~ M Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates ~~have been made~~ on ~~such~~ that Distribution Date) ), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~A-S Certificates has been~~ is reduced to zero; (vi) sixth, to the ~~Holders~~ Class A-M Certificates until all amounts of Collateral Support Deficit previously allocated to the Class A-S M Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses~~ but not previously ~~allocated to such Class~~reimbursed, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~have been reimbursed in full; (vii) seventh, to the ~~Holders~~ Class A-J Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount for that Class; (viii) eighth, following reduction of the Certificate Balances of the Class A Certificates and Class A-M Certificates to zero, to the Class A-J Certificates, in reduction of their Certificate Balance, an amount equal to the Principal Distribution Amount (or the portion of it remaining after distributions on the Class A Certificates and Class A-M Certificates on that Distribution Date), until the Certificate Balance of that Class is reduced to zero; (ix) ninth, to the Class A-J Certificates until all amounts of Collateral Support Deficit previously allocated to that Class, but not previously reimbursed, have been reimbursed in full; (x) tenth, to the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~viii~~xi) ~~eighth~~eleventh, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates ~~have been reduced~~ and Class A-J Certificates to zero, to ~~the Holders of~~ the Class B Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, Class A-M Certificates ~~have been made~~ and Class A-J Certificates on ~~such~~ that Distribution Date) ), until the Certificate Balance of ~~the~~ that Class ~~B Certificates has been~~ is reduced to zero; (ixxii) ~~ninth~~twelfth, to ~~the Holders of~~ the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxiii) ~~tenth~~thirteenth, to ~~the Holders of~~ the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (xixiv) ~~eleventh~~fourteenth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates and ~~the~~ Class B Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class C ~~Certificates~~ Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, ~~up to~~ an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, Class A-M Certificates, Class A-J Certificates and ~~the~~ Class B Certificates ~~have been made~~ on ~~such~~ that Distribution Date) ), until the Certificate Balance of ~~the~~ that Class ~~C Certificates has been~~ is reduced to zero; (~~xii~~xv) ~~twelfth~~fifteenth, to ~~the Holders of~~ the Class C Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses~~ until all amounts of Collateral Support Deficit previously allocated to ~~such Class~~the Class C Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xiii~~xvi) ~~thirteenth~~sixteenth, to the ~~Holders of the~~ Class ~~D Certificates and Class X-~~D Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ Interest Distribution ~~Amounts in respect of such Class of Certificates~~ Amount for ~~such Distribution Date~~that Class; (~~xiv~~xvii) ~~fourteenth~~seventeenth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been reduced~~ to zero, to ~~the Holders of~~ the Class D Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates and Class C Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~D Certificates has been~~ is reduced to zero; (xvxviii) ~~fifteenth~~eighteenth, to ~~the Holders of~~ the Class D Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xvi~~xix) ~~sixteenth~~nineteenth, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~xvii~~xx) ~~seventeenth~~twentieth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, ~~the~~ Class A-M Certificates, Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, ~~the~~ Class A-M Certificates, Class A-J Certificates, Class B Certificates, ~~the~~ Class C Certificates and Class D Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~E-RR Certificates has been~~ is reduced to zero; (~~xviii~~xxi) ~~eighteenth~~twenty-first, to the ~~Holders of the~~ Class ~~E-RR~~ E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xix~~xxii) ~~nineteenth~~twenty-second, to the ~~Holders of the~~ Class ~~F-RR~~ F Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (xxxxiii) ~~twentieth~~twenty-third, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~F-RR~~ F Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class ~~E-RR~~ E Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~F-RR Certificates has been~~ is reduced to zero; (~~xxi~~xxiv) twenty-~~first~~fourth, to the ~~Holders~~ Class F Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class ~~F-RR~~ F Certificates, ~~first~~ but not previously reimbursed, have been reimbursed in full; (xxv) twenty-fifth, to the Class G Certificates, in respect of interest up to an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on~~ Interest Distribution Amount for that ~~amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such~~ Class; (~~xxii~~xxvi) twenty-~~second~~sixth, ~~to the Holders~~ following reduction of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~G-RR~~ G Certificates, in reduction of ~~the~~ their Certificate ~~Balance thereof~~Balance, an amount equal to the Principal Distribution Amount (or the portion ~~thereof~~ of it remaining after ~~any~~ distributions ~~in respect of~~ on the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates and Class ~~F-RR~~ F Certificates ~~have been made~~ on ~~such~~ that Distribution Date), until the ~~outstanding~~ Certificate Balance of ~~the~~ that Class ~~G-RR Certificates has been~~ is reduced to zero; (~~xxiv~~xxvii) twenty-~~fourth~~seventh, to the ~~Holders of the~~ Class ~~G-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed Realized Losses~~ Collateral Support Deficit previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (~~xxv~~xxviii) twenty-~~fifth~~eighth, to the ~~Holders of the~~ Class ~~H-RR~~ H Certificates, in respect of interest, up to an amount equal ~~to,~~ to the Interest Distribution Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that Class; (~~xxvi~~xxix) twenty-~~sixth~~ninth, ~~after~~ following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class ~~E-RR~~ E Certificates, Class ~~F-RR~~ F Certificates and Class ~~G-RR~~ G Certificates ~~have been reduced~~ to zero, to the ~~Holders of the~~ Class ~~H-RR~~ H Certificates, in reduction of their Certificate Balance, an amount equal to the Principal Distribution Amount (or the portion of it remaining after distributions on the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates and Class G Certificates on that Distribution Date), until the Certificate Balance tof that Class is reduced to zero; (xxx) thirtieth, the Class H Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class H Certificates, but not previously reimbursed, have been reimbursed in full; (xxxi) thirty-first, to the Class J Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount for that Class; (xxxii) thirty-second, following reduction of the Certificate Balances of the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates, Class G Certificates and Class H Certificates to zero, to the Class J Certificates, in reduction of their Certificate Balance, an amount equal to the Principal Distribution Amount (or the portion of it remaining after distributions on the Class A Certificates, Class A-M Certificates, Class A-J Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates, Class G Certificates and Class H Certificates on that Distribution Date), until the Certificate Balance of that Class is reduced to zero; (xxxiii) thirty-third, to the Class J Certificates, until all amounts of Collateral Support Deficit previously allocated to the Class J Certificates, but not previously reimbursed, have been reimbursed in full; (xxxiv) thirty-fourth, to the Class K Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount for that Class; (xxxv) thirty-fifth, f

Appears in 1 contract

Sources: Pooling and Servicing Agreement (J.P. Morgan Chase Commercial Mortgage Securities Trust 2007-Ldp12)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Trustee shall apply amounts on deposit in the ~~Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC~~ Distribution Account to for the ~~Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required~~ of the remaining portion of the Standard Available Distribution Amount for such Distribution Date: first, to make distributions of interest to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates, the Holders of the Class A-4 Certificates, the Holders of the Class A-CP Certificates, the Holders of the Class A-X Certificates and ~~possible~~the Holders of the Class A-Y Certificates, ~~each priority before making any distribution with respect~~ up to, and pro rata as among such Classes of Certificateholders based on, their respective Current Interest Distribution Amounts for such Distribution Date; second, to ~~any succeeding priority:~~make distributions of interest to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates, the Holders of the Class A-4 Certificates, the Holders of the Class A-CP Certificates, the Holders of the Class A-X Certificates and the Holders of the Class A-Y Certificates, up to, and pro rata as among such Classes of Certificateholders based on, their respective Carryforward Interest Distribution Amounts for such Distribution Date; third, to make distributions of principal to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates and/or the Holders of the Class A-4 Certificates as follows-- (i) ~~first~~prior to the occurrence of the Final Distribution Date or any Senior Principal Distribution Cross-Over Date, sequentially in the following order: (A) for so long as the Class A-1 Certificates are outstanding, to the Holders of the Class A-1 Certificates and the Holders of the Class A-2 Certificates, up to, and pro rata as between such Classes of Certificateholders based on, the respective following amounts-- (1) in the case of the Class A-1 Certificates, the Principal Distribution Amount with respect to such Class of Certificates for the subject Distribution Date, and (2) in the case of the Class A-2 Certificates, the lesser of (x) the Principal Distribution Amount with respect to such Class of Certificates for the subject Distribution Date and (y) the excess, if any, of the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to the subject Distribution Date, over the Cross-Over Class Principal Balance for the Class A-2 Certificates; (B) for so long as the Class A-2 and Class A-3 Certificates are outstanding after the Class A-1 Certificates have been retired, to the Holders of the Class A-2 Certificates and the Holders of the Class A-3 Certificates, up to, and pro rata as between such Classes of Certificateholders based on, the respective following amounts-- (1) in the case of the Class A-2 Certificates, the Principal Distribution Amount with respect to such Class of Certificates for the subject Distribution Date (reduced by any distributions of principal made with respect to the Class A-2 Certificates on the subject Distribution Date pursuant to clause (i)(A) above), and ------------- (2) in the case of the Class A-3 Certificates, the Principal Distribution Amount with respect to such Class of Certificates for the subject Distribution Date; and (C) for so long as the Class A-4 Certificates are outstanding after the Class A-1, Class A-2 and Class A-3 Certificates have been retired, to the Holders of the Class A-4 Certificates, up to their Principal Distribution Amount for such Distribution Date; (ii) on and after the occurrence of any Senior Principal Distribution Cross-Over Date, and in any event on the Final Distribution Date, to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 ~~Certificates,~~ Certificates and the Holders of the Class A-4 ~~Certificates the Class A-AB~~ Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up ~~to an amount equal~~ to, and pro rata ~~in accordance with~~as among such Classes of Certificateholders based on, ~~the~~ their respective ~~Interest~~ Principal Distribution ~~Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Amounts for such Distribution Date~~, up to an amount equal to the Interest Distribution Amount for such Class~~; ~~and (C) to the Class X-A Certificates, Class X-BP Certificates~~ and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) secondfourth, to reimburse the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)Certificates, ~~until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to~~ the Holders of the Class A-3 ~~Certificates, in an amount up to the Group 1 Principal Distribution Amount~~ Certificates and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 ~~Certificates~~Certificates for any Unfunded Principal Balance Reductions previously incurred thereby, ~~in an amount~~ up to, and pro rata as among such Classes of Certificateholders based on, their respective Loss Reimbursement Amounts for such Distribution Date. Any distributions of interest made with respect to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (~~Class A-CP Certificates or the ~~portion thereof remaining after~~ Class A-X Certificates on any Distribution Date pursuant to clause first of the prior paragraph of this Section 4.01(a) shall be deemed allocated among the respective Components of such Class of Certificates on a pro rata basis in accordance with the respective Current Interest Distribution Amounts of such Components for such Distribution Date. Any distributions ~~specified~~ of interest made with respect to the Class A-CP Certificates or the Class A-X Certificates on any Distribution Date pursuant to clause second of the prior paragraph of this Section 4.01(a) shall be deemed allocated among the respective Components of such Class of Certificates on a pro rata basis in ~~subclauses~~ accordance with the respective Carryforward Interest Distribution Amounts of such Components for such Distribution Date. (1)b) On each Distribution Date, ~~(2), (3) and (4) above have been~~ following the distributions on the Senior Certificates to be made on such ~~Distribution Date~~date pursuant to Section 4.01(a), ~~until~~ the ~~outstanding Certificate Balance of~~ Trustee shall apply any amounts remaining on deposit in the ~~Class A-4 Certificates has been reduced~~ Distribution Account to ~~zero; and (6) sixth,~~ make distributions to the Holders of the ~~Class A-AB~~ respective Classes of the Subordinate Principal Balance Certificates, in ~~an amount~~ the following order and, in the case of each such Class of Subordinate Principal Balance Certificates, up to the ~~Group 1~~ lesser of (i) the total of the Current Interest Distribution Amount, the Carryforward Interest Distribution Amount, the Principal Distribution Amount and ~~(if applicable)~~ the ~~Group 2 Principal Distribution~~ Loss Reimbursement Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard with respect to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution ~~Date;~~ Date and (vii) ~~fifth, after~~ the ~~Certificate Balances~~ remaining portion of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Standard Available Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on~~ for such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh: first, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth; second, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero; third, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-; fourth, to the Holders of the Class ~~G-RR~~ E Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-; fifth, to the Holders of the ~~Class H-RR~~ F Certificates~~, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-~~; sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class ~~H-RR~~ G Certificates; seventh, to the Holders of the Class H Certificates; eighth, to the Holders of the Class J Certificates; ninth, to the Holders of the Class K Certificates; tenth, to the Holders of the Class L Certificates; eleventh, to the Holders of the Class M Certificates; twelfth, to the Holders of the Class N Certificates; thirteenth, to the Holders of the Class O Certificates; and, fourteenth, to the Holders of the Class P Certificates. Amounts distributable to the Holders of any Class of Subordinate Principal Balance Certificates on any Distribution Date pursuant to this Section 4.01(b) shall be applied: first, to make distributions of interest to the Holders of such Class of Certificates, ~~in reduction~~ up to their Current Interest Distribution Amount for such Distribution Date; second, to make distributions of interest to the ~~Certificate~~ Holders of such Class of Certificates, up to their Carryforward Interest Distribution Amount for such Distribution Date; third, to make distributions of principal to the Holders of such Class of Certificates, up to their Principal Distribution Amount for such Distribution Date; and fourth, to reimburse the Holders of such Class of Certificates for any Unfunded Principal Balance tReductions previously incurred thereby, up to their Loss Reimbursement Amount for such Distribution Date.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Commercial Mortgage Pass THR Cert Ser 2001-Ckn5)

Distributions. (a) No later than 12:00 noon New York ------------- time on the [~~Reserved]~~ ____] day of each month, or if such day is not a Business Day, the succeeding Business Day, the Servicer shall deliver to the Trustee a report in computer-readable form (bincluding electronic transmission, provided that a portion of such report relating to certain delinquency information may be delivered in hard copy form rather than computer-readable form) containing information with respect to each Mortgage Loan as of such date and such other information as the Trustee shall reasonably require in calculating the amount of distributions to Certificateholders and prepaying reports as required hereunder. On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Pool Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Pool Distribution Amount is sufficient therefor, in the manner and ~~possible, each~~ in the order of priority ~~before making any distribution with respect to any succeeding priority: (i)~~ as follows: first, to the ~~Holders~~ Classes of Class A Certificates, pro rata, based upon their respective Class A Interest Accrual Amounts, in an aggregate amount up to the Aggregate Class A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class A-2 Certificates pursuant to this provision will instead be distributed in reduction of the Class A Principal Balances of the Class A-1 ~~Certificates, the~~ and Class A-2 Certificates, in each case in accordance with Section 4.01(b); second, to the Classes of Class A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Class A Unpaid Interest Shortfall provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest shortfalls to the Class ~~A-3~~ A-2 Certificates pursuant to this provision will instead be distributed in reduction of the Class A Principal Balances of the Class A-1 and Class A-2 Certificates, in each case in accordance with Section 4.01(b); third, concurrently, to the Class ~~A-4~~ A Certificates (other than the Class A-AB PO Certificates~~, the~~ ) and Class A-BP PO Certificates, ~~the~~ pro rata based on their respective Class XA Non-~~A Certificates~~PO Optimal Principal Amount and Class A-PO Optimal Principal Amount, ~~the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows:~~ (A) to the Classes of Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A Certificates ~~and~~ (other than the Class A-AB PO Certificates), ~~from the portion of Available Funds attributable~~ in an aggregate amount up to the ~~Group 1 Assets for~~ Class A Non-PO Optimal Principal Amount, such ~~Distribution Date, up~~ distribution to ~~an amount equal to, and pro rata~~ be allocated among such Classes in accordance ~~with~~with Section 4.01(b) or Section 4.01(c), ~~the respective Interest Distribution Amount for such Classes;~~ as applicable and (B) to the Class A-~~BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date,~~ PO Certificates up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-~~BP Certificates~~PO Optimal Principal Amount; fourth, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class A- PO Deferred Amount ~~and~~ first from amounts otherwise distributable (~~if applicable~~without regard to this Paragraph fourth) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of first to the Class ~~A-2~~ B-6 Certificates ~~has been reduced~~ pursuant to ~~zero~~Paragraph twenty-second, below, second to the Class B-5 Certificates pursuant to Paragraph nineteenth, below, third to the Class B-4 Certificates pursuant to Paragraph sixteenth, below, fourth to the Class B-3 Certificates pursuant to Paragraph thirteenth, below, fifth to the Class B-2 Certificates pursuant to Paragraph tenth below and sixth to the Class B-1 Certificates pursuant to Paragraph seventh, below; ~~(4) fourth~~fifth, to the ~~Holders of the~~ Class ~~A-3 Certificates,~~ B-1 Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class B Interest Accrual Amount ~~and (if applicable)~~ for the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zeroClass-B-1 Certificates; ~~(5) fifth~~sixth, to the ~~Holders of the~~ Class ~~A-4 Certificates,~~ B-1 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class ~~A-4 Certificates has been reduced to zero~~B-1 Unpaid Interest Shortfall; ~~and (6) sixth~~seventh, to the ~~Holders of the~~ Class ~~A-AB Certificates,~~ B-1 Certificates in an amount up to the ~~Group~~ Class B- 1 Optimal Principal ~~Distribution Amount and (~~Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Paragraph seventh will be reduced by the amount, if ~~applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~any, ~~(2), (3), (4) and (5) above~~ that would have been ~~made on such Distribution Date), until~~ distributable to the ~~outstanding Certificate Balances of~~ Class B-1 Certificates hereunder used to pay the Class A-~~AB Certificates~~PO Deferred Amount as provided in Paragraph fourth above; eighth, ~~without regard~~ to the Class ~~A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates,~~ B-2 Certificates in an amount up to the ~~Group 2 Principal Distribution~~ Class B Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution ~~Date and~~Date; ninth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; tenth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Paragraph tenth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eleventh, to the Class B-3 Certificates in an amount up to the Class B Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; twelfth, to the Class B-3 Certificates in an amount up to the Class B- 3 Unpaid Interest Shortfall; thirteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Paragraph thirteenth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; fourteenth, to the Class B-4 Certificates in an amount up to the Class B Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; fifteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; sixteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Paragraph sixteenth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; seventeenth, to the Class B-5 Certificates in an amount up to the Class B Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; eighteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; nineteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Paragraph nineteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; twentieth, to the Class B-6 Certificates in an amount up to the Class B Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; twenty-first, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; twenty-second, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this Paragraph twenty-second will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; and twenty-third, to the Holder of the Class A-R Certificate. Notwithstanding the foregoing, after the ~~Certificate Balances~~ principal balance of any Class (other than the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and~~ Class A-~~AB Certificates have~~ R Certificate) has been reduced to zero, ~~the Group 1 Principal~~ such Class will be entitled to no further distributions in respect of managerial or interest (including unpaid interest shortfalls). In addition, Net Foreclosure Profits, if any, with respect to such Distribution ~~Amount remaining after payments~~ Date minus any portion thereof payable to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until~~ Servicer pursuant to Section 3.05(ix) hereof shall be distributed to the ~~Certificate Balance~~ Holder of the Class A-BP R Certificate. With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates ~~has been reduced to zero;~~ will be allocated pro rata based on principal balance between the Class A Certificates (other than the Class A-PO Certificates) and any Class of Class B Certificates with a lower numerical designation. (IIb) [Describe Payment Priorities] (c) On each Distribution Date occurring on or ~~after~~ subsequent to the Cross-Over Date, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~A Non-~~AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the~~ PO Principal Distribution Amount shall be distributed among the Classes of Class A Certificates (other than the Class-A-PO Certificates) pro rata in accordance with their outstanding Class A Principal Balances. (i) For purposes of determining whether the Classes of Class B Certificates are eligible to receive distributions of principal with respect to any Distribution Date, the following tests shall apply: (A) if the Current Class B-1 Fractional Interest is less than the Original Class B-1 Fractional Interest and the Class B-1 Principal Balance is greater than zero, the Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (B) if the Current Class B-2 Fractional Interest is less than the Original Class B-2 Fractional Interest and the Class B-2 Principal Balance is greater than zero, the Class B-3, Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (C) if the Current Class B-3 Fractional Interest is less than the Original Class B-3 Fractional Interest and the Class B-3 Principal Balance is greater than zero, Class B-4, Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (D) if the Current Class B-4 Fractional Interest is less than the Original Class B-4 Fractional Interest and the Class B-4 Principal Balance is greater than zero, the Class B-5 and Class B-6 Certificates shall not be eligible to receive distributions of principal; or (E) if the Current Class B-5 Fractional Interest is less than the Original Class B-5 Fractional Interest and the Class B-5 Principal Balance is greater than zero, the Class B-6 Certificates shall not be eligible to receive distributions of principal. (ii) Notwithstanding the foregoing, if on any Distribution Date the aggregate distributions to Holders of the Classes of Class B Certificates entitled to receive distributions of principal would reduce the Class B Principal Balance of any Classes of Class B Certificates entitled to receive distributions of principal below zero, first the Class B Prepayment Percentage of any affected Class of Class B Certificate for such Distribution ~~Date~~Date beginning with the affected Class with the lowest numerical Class designation and then, ~~until~~ if necessary, the ~~Certificate~~ Class B Percentage of such Class of Class B Certificates for such Distribution Date shall be reduced to the respective percentages necessary to bring the Class B Principal Balance of ~~each~~ such Class of Class B Certificates to zero. The Class B Prepayment Percentages and the Class B Percentages of the remaining Classes of Class B Certificates will be recomputed substituting for the Subordinated Prepayment Percentage and Subordinated Percentage in such computations the difference between (A) the Subordinated Prepayment Percentage or Subordinated Percentage, as the case may be, and (B) the percentages determined in accordance with the preceding sentence necessary to bring the Class B Principal Balance of the affected Classes of Class B Certificates to zero; provided, however, that if the Class B Principal Balances of all the Classes of Class B Certificates eligible to receive distributions of principal shall be reduced to zero on such Distribution Date the Class B Prepayment Percentage and the Class B Percentage of the Class ~~A-1~~of Class B Certificates with the lowest numerical Class designation which would otherwise be ineligible to receive distributions of principal in accordance with this Section shall equal the remainder of Subordinated Prepayment Percentage for such Distribution Date minus the sum of the Class B Prepayment Percentages of the Classes of Class B Certificates having lower numerical Class designations, if any, and the remainder of the Subordinated Percentage for such Distribution Date minus the sum of the Class ~~A-2~~B Percentages of the Classes of Class B Certificates having lower numerical Class designations, if any, respectively. Any entitlement of any Class ~~A-3~~of Class B Certificates to principal payments solely pursuant to this clause (ii) shall not cause such Class to be regarded as being eligible to receive principal distributions for the purpose of applying the definition of its Class B Percentage or Class B Prepayment Percentage. (e) On each Distribution Date other than the Final Distribution Date (if such Final Distribution Date is in connection with a purchase of the assets of the Trust Estate by the Servicer), the Paying Agent shall, on behalf of the Trustee, from funds available on deposit in the Certificate Account, distribute to each Certificateholder of record on the preceding Record Date (other than as provided in Section 9.01 respecting the final distribution to Certificateholders or in the last paragraph of this Section 4.01(e) respecting the final distribution in respect of a Certificate of any Class) either in immediately available funds by wire transfer to the account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder holds Class ~~A-4,~~ A Certificates of a Class ~~A-AB and Class A-BP Certificates is reduced to zero, without regard to~~ (other than the Class A-~~AB Scheduled Principal Balance~~ R Certificate) or ~~Asset Groups; (iii) third~~Class B Certificates of any Class having a Denomination at least equal to that specified in Section 11.23 and has so notified the Trustee or, if applicable, the Paying Agent at least seven Business Days prior to the ~~Holders of the Class A-1 Certificates~~Distribution Date, ~~the Class A-2 Certificates~~or, ~~the Class A-3 Certificates, the Class A-4 Certificates,~~ if such Holder holds the Class A-AB R Certificate or less than the requisite minimum Denomination of a Class of Class A Certificates ~~and~~ (other than the Class A-~~BP Certificates~~R Certificate) or Class B Certificates or has not so notified the Trustee or Paying Agent, ~~first up~~ by check mailed to ~~an amount equal to~~ such Holder at the address of such Holder appearing in the Certificate Register, such Holder's share (based on the aggregate of ~~unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon~~ the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders Percentage Interests represented by Certificates of the ~~Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such~~ applicable Class of ~~Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the~~ Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (A or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B ~~Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of~~ Certificates held by such ~~Class of Certificates for such Distribution Date; (viii~~Holder) ~~eighth, after the Certificate Balances~~ of the Class A ~~Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal~~ Distribution Amount ~~(or the portion thereof remaining after any distributions in~~ with respect ~~of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced~~ to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such each Class of ~~Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the~~ Class A Certificates and the Class B Distribution Amount with respect to each Class of Class B Certificates. In the event that, on any Distribution Date prior to the Final Distribution Date, the Class A Principal Balance of any Class of Class A Certificates ~~have been~~ (other than the Class A-R Certificate), or the Class B Principal Balance of any Class of Class B Certificates would be reduced to zero, the Trustee will then send a notice to each Certificateholder of such Class, with a copy to the ~~Holders of~~ Certificate Registrar, specifying that the final distribution with respect to such Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been will be made on such Distribution ~~Date) until~~ Date only upon the ~~Certificate Balance~~ presentation and surrender of such Certificateholder's Certificates at the office or agency of the ~~Class C Certificates has been reduced~~ Trustee therein specified; provided, however, that the failure to ~~zero;~~give such notice will not entitle a Certificateholder to any interest beyond the interest payable with respect to such Distribution Date in accordance with Section 4.01(a). (~~xii~~f) ~~twelfth~~The Paying Agent (or if no Paying Agent is appointed by the Trustee, the Trustee) shall withhold or cause to be withheld such amounts as may be required by the Code (giving full effect to any exemptions from withholding and related certifications required to be furnished by Certificateholders and any reductions to withholding by virtue of any bilateral tax treaties and any applicable certification required to be furnished by Certificateholders with respect thereto) from distributions to be made persons other than U.S. Persons ("Non-U.S. Persons"). Amounts withheld pursuant to this Section 4.01(f) shall be treated as having been distributed to the ~~Holders~~ related Certificateholder for all purposes of this Agreement. For the purposes of this paragraph, a "U.S. Person" is a citizen or resident of the ~~Class C Certificates~~United States, ~~first up to an amount equal~~ a corporation, partnership (except to the ~~unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at~~ extent provided in applicable Treasury regulations) or other entity created or organized in or under the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders~~ laws of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (United States or ~~the portion thereof remaining after~~ any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tpolitical subdivision

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Ba Mortgage Securities Inc/)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Trustee shall apply amounts on deposit in the Collection Account, in each case to the extent of the remaining portion of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) to distributions of interest to the Holders of the Class S Certificates, the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates, the Holders of the Class A-4 Certificates and, commencing on the Accrual Termination Date, the Holders of the Class A-Z Certificates, in an amount equal to, and pro rata in accordance with, all Accrued Certificate Interest in respect of each such Class of Certificates (A) for such Distribution Date (net, in the case of the Class A-Z Certificates, of any Monthly Class A-Z Accrual Amount for such Distribution Date) and, (B) to the extent not previously paid or, in the case of the Class A-Z Certificates, added to the Class Principal Balance thereof, for all prior Distribution Dates; (ii) to distributions of principal to the Holders of the Class A-1 Certificates, the Holders of the Class A-2 Certificates, the Holders of the Class A-3 Certificates, the Holders of the Class A-4 Certificates and the Holders of the Class A-Z Certificates (allocable among such Classes of Certificateholders as provided below) in an amount (not to exceed the then aggregate of the Class Principal Balances of such Classes of Certificates) equal to the Principal Distribution Amount for such Distribution Date (such distributions to be made on each Distribution Date until the Class Principal Balances of the respective Classes of Class A Certificates are reduced to zero); (iii) to distributions of interest to the Holders of the Class B Certificates, in an amount equal to all Accrued Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (iv) if the aggregate of the Class Principal Balances of the Class A Certificates has been reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in an amount (not to exceed the then Class Principal Balance of the Class B Certificates) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof applied to retire the Class A Certificates) (such distributions to be made on each Distribution Date until the Class Principal Balance of the Class B Certificates is reduced to zero); and (v) if any portion of the Available Distribution Amount for such Distribution Date remains, to distributions of such portion to the Holders of the Class R-I Certificates. Distributions of principal (including, in the case of the Class A-1, Class A-2, Class A-3 and Class A-4 Certificates, distributions of the Monthly Class A-Z Accrual Amount) made on any Distribution Date in respect of the Class A-1, Class A-2, Class A-3 and Class A-4 and Class A-Z Certificates pursuant to clause (ii) above shall be paid: first, to the Holders of the Class A-1 Certificates, until the Class Principal Balance of such Class of Certificates is reduced to zero; second, to the Holders of the Class A-2 Certificates, until the Class Principal Balance of such Class of Certificates is reduced to zero; third, to the Holders of the Class A-3 Certificates, until the Class Principal Balance of such Class of Certificates is reduced to zero; fourth, to the Holders of the Class A-4 Certificates, until the Class Principal Balance of such Class of Certificates is reduced to zero; and last, to the Holders of the Class A-AB Z Certificates, until the Class Principal Balance of such Class of Certificates (as the same shall have been increased by additions thereto of the Monthly Class A-~~BP Certificates~~Z Accrual Amounts) is reduced to zero; provided that, notwithstanding the foregoing, on and after any Class A Principal Distribution Cross-Over Date, and in any event on the final Distribution Date in connection with a termination of the Trust Fund as contemplated by Article X-, such sequential distributions of principal shall be disregarded, and the Trustee shall make the distributions of principal on the respective Classes of Class A Certificates, ~~the Class X-BP Certificates and the Class X-B Certificates~~on a pro rata basis, in ~~respect~~ accordance with the respective Class Principal Balances of ~~interest, concurrently, as follows: (A)~~ such Classes of Class A Certificates outstanding immediately prior to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up until the Class Principal Balance of each such Class has been reduced to zero. All distributions of interest made in respect of the Class S Certificates on any Distribution Date pursuant to this Section 4.02(a), shall be deemed to have been made in respect of the respective Class S REMIC III Regular Interests, in an amount equal to, and pro rata in accordance with, the ~~respective~~ Accrued Certificate Interest in respect of each such Class S REMIC III Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates. (b) On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Collection Account that represent Prepayment Premiums collected during or prior to the related Collection Period and shall distribute such amounts separate from the Available Distribution Amount ~~for~~ as additional interest as follows: (i) 75% of such ~~Classes; (B)~~ Prepayment Premiums shall be distributed to the Holders of the Class ~~A-BP Certificate, from the portion~~ S Certificates and (ii) 25% of ~~Available Funds attributable~~ such Prepayment Premiums shall be distributed to the ~~BP Freely Prepayable Note~~ Holders of the Class(es) of the Sequential Pay Certificates entitled to distributions in ~~Asset Group 2~~ reduction of its (their) Class Principal Balance(s) on such Distribution Date (pro rata based on the relative amounts of such distributions of principal if there is more than one such Class of Sequential Pay Certificates then entitled thereto). All distributions of additional interest (in the form of Prepayment Premiums) made in respect of the Class S Certificates on any Distribution Date pursuant to this Section 4.02(b), shall be deemed to have been made in respect of the respective Class S REMIC III Regular Interests, pro rata in accordance with the respective amounts of Accrued Certificate Interest in respect of such Class S REMIC III Regular Interest for such Distribution Date. (c) On each Distribution Date on or prior to the Accrual Termination Date, up prior to any distributions being made on such Distribution Date, an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Monthly Class A-~~BP Certificates, the Available Funds available~~ Z Accrual Amount for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) added to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1~~ Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) firstZ Certificates, to the ~~Holders~~ extent provided by operation of the definition of Class Principal Balance. No Accrued Certificate Interest in respect of the Class A-~~AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB~~ Z Certificates ~~has been reduced~~ that is so added to the Class ~~A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then shall thereafter be considered payable as interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates or otherwise be considered unpaid for ~~such Distribution Date;~~purposes of this Agreement. (vd) ~~fifth~~All distributions made with respect to each Class on each Distribution Date shall be allocated pro rata among the outstanding Certificates in such Class based on their respective Percentage Interests. Except as otherwise provided below, ~~after~~ all such distributions with respect to each Class on each Distribution Date shall be made to the Certificateholders of the respective Class of record at the close of business on the related Record Date and shall be made by wire transfer of immediately available funds to the account of any such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder shall have provided the Trustee with wiring instructions no less than five Business Days prior to the related Record Date (which wiring instructions may be in the form of a standing order applicable to all subsequent Distribution Dates) and is the registered owner of Certificates the aggregate initial Certificate Principal Balance of which is at least $2,500,000 or the initial Certificate Notional Amount of which is at least $10,000,000, or otherwise by check mailed to the address of such Certificateholder as it appears in the Certificate ~~Balances~~ Register. The final distribution on each Certificate will be made in like manner, but only upon presentation and surrender of such Certificate at the offices of the ~~Class A-1~~ Trustee or such other location specified in the notice to Certificateholders of such final distribution. (e) Each distribution with respect to a Book-Entry Certificate shall be paid to DTC, as Holder thereof, and DTC shall be responsible for crediting the amount of such distribution to the accounts of its Participants in accordance with its normal procedures. Each Participant shall be responsible for disbursing such distribution to the related Beneficial Holders that it represents and to each Indirect Participant for which it acts as agent. Each Indirect Participant shall be responsible for disbursing funds to the related Beneficial Holders that it represents. None of the parties hereto shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. The Trustee and the Depositor shall perform their respective obligations under the Letter of Representations among the Depositor, the Trustee and the initial Clearing Agency, a copy of which Letter of Representations is attached hereto as Exhibit G. (f) The rights of the Certificateholders to receive distributions from the proceeds of the Trust Fund in respect of their Certificates, and all rights and interests of the Certificateholders in and to such distributions, shall be as set forth in this Agreement. Neither the Holders of any Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ of Certificates ~~and Class A-BP Certificates have been reduced to zero,~~ nor any party hereto shall in any way be responsible or liable to the Holders of ~~the~~ any other Class ~~A-S~~ of Certificates in ~~reduction~~ respect of amounts properly previously distributed on the Certificates. (g) Except as otherwise provided in Sections 10.01 and 10.02, whenever the Trustee expects that the final distribution with respect to any Class of Certificates will be made on the next Distribution Date, the Trustee shall, no later than five days after the related Determination Date, mail to each Holder of record on such date of such Class of Certificates a notice to the effect that: (i) the Trustee expects that the final distribution with respect to such Class of Certificates will be made on such Distribution Date but only upon presentation and surrender of such Certificates at the office of the Certificate ~~Balance thereof~~Registrar or at such other location therein specified, up and (ii) no interest shall accrue on such Certificates from and after such Distribution Date. Any funds not distributed to ~~an amount equal~~ any Holder or Holders of Certificates of such Class on such Distribution Date because of the failure of such Holder or Holders to tender their Certificates shall, on such date, be set aside and held uninvested in trust and credited to the ~~Principal~~ account or accounts of the appropriate non-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 4.02(g) shall not have been surrendered for cancellation within six months after the time specified in such notice, the Trustee shall mail a second notice to the remaining non-tendering Certificateholders to surrender their Certificates for cancellation in order to receive the final distribution with respect thereto. If within one year after the second notice all such Certificates shall not have been surrendered for cancellation, the Trustee, directly or through an agent, shall take such steps to contact the remaining non-tendering Certificateholders concerning the surrender of their Certificates as it shall deem appropriate. The costs and expenses of holding such funds in trust and of contacting such Certificateholders following the first anniversary of the delivery of such second notice to the non-tendering Certificateholders shall be paid out of such funds. No interest shall accrue or be payable to any former Holder on any amount held in trust pursuant to this paragraph. If all of the Certificates shall not have been surrendered for cancellation by the second anniversary of the delivery of such second notice, the Trustee shall distribute to the Class R-I Certificateholders all unclaimed funds and other assets which remain subject hereto and shall have no further liability for such funds or other unclaimed assets. (h) Notwithstanding any other provision of this Agreement, the Trustee shall comply with all federal withholding requirements respecting payments to Certificateholders of interest or original issue discount that the Trustee reasonably believes are applicable under the Code. The consent of Certificateholders shall not be required for such withholding. If the Trustee does withhold any amount from interest or original issue discount payments or advances thereof to any Certificateholder pursuant to federal withholding requirements, the Trustee shall indicate the amount withheld to such Certificateholders. (i) All distributions of Accrued Certificate Interest, principal and additional interest (in the form of Prepayment Premiums) made in respect of each Class of Sequential Pay Certificates on each Distribution ~~Amount~~ Date pursuant to Section 4.02(a) and/or Section 4.02(b) shall be deemed to have first been distributed from REMIC II to REMIC III in respect of the REMIC II Regular Interest with the same alphabetical and/or numerical designation as such Class of Certificates; all distributions of Accrued Certificate Interest and additional interest (or in the ~~portion thereof remaining after any distributions~~ form of Prepayment Premiums) made in respect of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-~~S Certificates ~~has~~ on each Distribution Date pursuant to Section 4.02(a) and/or Section 4.02(b), and allocable to Class S REMIC III Regular Interest SA-1, shall be deemed to have first been ~~reduced~~ distributed from REMIC II to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, REMIC III in respect of ~~interest, up to an amount equal to~~ REMIC II Regular Interest A-1; all distributions of Accrued Certificate Interest and additional interest (in the ~~Interest Distribution Amount in respect~~ form of ~~such Class of Certificates for such Distribution Date; (viii~~Prepayment Premiums) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions made in respect of the Class A S Certificates on each Distribution Date pursuant to Section 4.02(a) and/or Section 4.02(b), and allocable to Class S REMIC III Regular Interest SA-2, shall be deemed to have first been ~~made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced~~ distributed from REMIC II to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, REMIC III in respect of ~~interest, up to an amount equal to~~ REMIC II Regular Interest A-2; all distributions of Accrued Certificate Interest and additional interest (in the ~~Interest Distribution Amount in respect~~ form of ~~such Class of Certificates for such Distribution Date; (xi~~Prepayment Premiums) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions made in respect of the Class A S Certificates on each Distribution Date pursuant to Section 4.02(a) and/or Section 4.02(b), and ~~the~~ allocable to Class ~~B Certificates~~ S REMIC III Regular Interest SA-3, shall be deemed to have first been ~~made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced~~ distributed from REMIC II to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, REMIC III in respect of ~~interest, up to an amount equal to,~~ REMIC II Regular Interest A-3; all distributions of Accrued Certificate Interest and ~~pro rata~~ additional interest (in ~~accordance with,~~ the ~~respective Interest Distribution Amounts in respect~~ form of ~~such Class of Certificates for such Distribution Date; (xiv~~Prepayment Premiums) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions made in respect of the Class ~~A Certificates, Class B~~ S Certificates ~~and Class C Certificates have been made~~ on ~~such~~ each Distribution ~~Date~~Date pursuant to Section 4.02(a) and/or Section 4.02(b), ~~until the outstanding Certificate Balance of the~~ and allocable to Class ~~D Certificates has~~ S REMIC III Regular Interest SA-4, shall be deemed to have first been ~~reduced~~ distributed from REMIC II to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, REMIC III in respect of ~~interest, up to an amount equal to,~~ REMIC II Regular Interest A-4; all distributions of Accrued Certificate Interest and additional interest (in the ~~Interest Distribution Amount in respect~~ form of ~~such Class of Certificates for such Distribution Date; (xvii~~Prepayment Premiums) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions made in respect of the Class ~~A Certificates, the Class B Certificates, the Class C~~ S Certificates ~~and Class D Certificates have been made~~ on ~~such~~ each Distribution ~~Date~~Date pursuant to Section 4.02(a) and/or Section 4.02(b), ~~until the outstanding Certificate Balance of the~~ and allocable to Class ES REMIC III Regular Interest SA-~~RR Certificates has~~ Z, shall be deemed to have first been ~~reduced~~ distributed from REMIC II to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, REMIC III in respect of ~~interest, up to an amount equal to,~~ REMIC II Regular Interest A-Z; and all distributions of Accrued Certificate Interest and additional interest (in the ~~Interest Distribution Amount in respect~~ form of ~~such Class of Certificates for such Distribution Date; (xx~~Prepayment Premiums) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions made in respect of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ S Certificates ~~and Class E-RR Certificates have been made~~ on ~~such~~ each Distribution ~~Date~~Date pursuant to Section 4.02(a) and/or Section 4.02(b), ~~until the outstanding Certificate Balance of the~~ and allocable to Class ~~F-RR Certificates has~~ S REMIC III Regular Interest SB, shall be deemed to have first been ~~reduced~~ distributed from REMIC II to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, REMIC III in respect of ~~interest, up to an amount equal to,~~ REMIC II Regular Interest B. The actual distributions made by the ~~Interest~~ Trustee on each Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions Date in respect of the ~~Class A Certificates~~REMIC III Certificates pursuant to Section 4.02(a) or 4.02(b), ~~Class B Certificates~~as applicable, ~~Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates~~ shall be deemed to have been so made from the amounts deemed distributed in respect of the REMIC II Regular Interests on such Distribution ~~Date~~Date pursuant to this Section 4.02(i). Notwithstanding the deemed distributions on the REMIC II Regular Interests described in this Section 4.02(i), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tactual

Appears in 1 contract

Sources: Pooling and Servicing Agreement (American Southwest Financial Securities Corp)

Distributions. (ai) ~~[Reserved]~~On each Distribution Date, amounts held in the REMIC I Distribution Account shall be withdrawn or deemed to be withdrawn (to the extent of the Available Distribution Amount, the "REMIC I Distribution Amount") in the case of all Classes of REMIC I Regular Interests and distributed or deemed to be distributed on the REMIC I Regular Interests as set forth in Section 4.01(a)(ii) and distributed on the Class R-I Certificates as set forth in Section 4.01(a)(iii). Thereafter, until distributed to the Certificateholders, such amounts shall be considered to be held in the REMIC II Distribution Account. (ii) Principal and interest amounts, reimbursement of Realized Losses and Additional Trust Fund Expenses and timing of distributions on each REMIC I Regular Interest will be identical to such amounts, reimbursements and timing on the related Corresponding Certificates (including, for this purpose, the Class A-2FL Regular Interest and excluding the Class A-2FL Certificates and including, for this purpose, the Class A-MFL Regular Interest and excluding the Class A-MFL Certificates); except that, solely for this purpose, all calculations of interest with respect to the Corresponding REMIC I Regular Interests shall be made as though the Class A-1 Certificate, Class A-2 Certificate, Class A-2FL Regular Interest, Class A-3 Certificate, Class A-AB Certificate, Class A-4 Certificate, Class A-5 Certificate, Class A-1A Certificate, Class A-M Certificate, Class A-MF Certificate, Class A-MFL Regular Interest, Class A-J Certificate, Class B Certificate, Class C Certificate, Class D Certificate, Class E Certificate, Class F Certificate, Class G Certificate, Class H Certificate, Class J Certificate, Class K Certificate, Class L Certificate, Class M Certificate, Class N Certificate, Class O Certificate, Class P Certificate, Class Q Certificate and Class S Certificate Pass-Through Rates were equal to the Weighted Average Adjusted Net Mortgage Rate and as though the Class XW Notional Amount were zero at all times and such that the amounts and timing of interest distributions on each Corresponding REMIC I Regular Interest represent the aggregate of the corresponding amounts on each Class of Corresponding Certificates and its related Component of the Class XW Certificates; provided that (A) interest shall be deemed distributed on such REMIC I Regular Interest only in the same priority and to the extent actually distributable on such related Class of Corresponding Certificates or related Component and (B) interest distributable on the Class XW Certificates shall be distributable pro rata among the related Components. (iii) Any amount that remains in the REMIC I Distribution Account on each Distribution Date after distribution of the REMIC I Distribution Amount and Prepayment Premiums allocable to the REMIC I Regular Interests pursuant to Section 4.01(c)(iv) shall be distributed to the Holders of the Class R-I Certificates (but only to the extent of the Available Distribution Amount for such Distribution Date remaining in the REMIC I Distribution Account, if any). (b) On each Distribution Date, to the extent of the Available ~~Funds~~ Distribution Amount for such Distribution Date, the ~~Certificate Administrator~~ Trustee shall transfer or be deemed to transfer the ~~Lower-Tier~~ REMIC I Distribution Amount from the ~~Lower-Tier~~ REMIC I Distribution Account to the ~~Upper-Tier~~ REMIC II Distribution Account in the amounts ~~and priorities~~ set forth in Section ~~4.01(d~~4.01(a)(ii) with respect to each Class of ~~Lower-Tier~~ REMIC I Regular ~~Interests~~Interest, and immediately thereafter, shall make distributions thereof from the ~~Upper-Tier~~ REMIC II Distribution Account to the REMIC II Certificates and to the Class A-2FL and Class A-MFL Floating Rate Accounts in respect of the Class A-2FL Regular Interest and Class A-MFL Regular Interest in the ~~following~~ order of ~~priority~~priority set forth in clauses (i) through (lvii) immediately below, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority:. (i) ~~first~~concurrently, (a) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-AB Certificates, Class A-4 Certificates and Class A-5 Certificates, pro rata, as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (b) from the Loan Group 2 Available Distribution Amount, distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior distribution dates, if any; and (c) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, distributions of interest to the Holders of the Class XW Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Holders of the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-AB Certificates, ~~from the portion of Available Funds attributable~~ Class A-4 Certificates, Class A-5 Certificates, Class A-1A Certificates and Class XW Certificates without regard to ~~the Group 1 Assets for such Distribution Date~~Loan Group, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to the~~ Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date ~~shall be allocated among~~ and, to the extent not previously paid, for all ~~those Classes of Certificates up to an amount equal to~~prior Distribution Dates, ~~and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~if any; (ii) ~~second,~~ to distributions of principal to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, ~~Class A-4 Certificates and~~ Class A-AB Certificates, Class A-4 Certificates, Class A-5 Certificates and Class A-1A Certificates in ~~an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance~~ reduction of the Class ~~A-BP Certificates has been reduced to zero, the Group 2~~ Principal ~~Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority:~~ Balances thereof concurrently (1A)(1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution ~~Amount~~Amount remaining after payments to Holders of the Class A-1A Certificates have been made on such Distribution Date, until the outstanding ~~Certificate~~ Class Principal Balance of the Class A-AB Certificates has been reduced to the Class A-AB ~~Scheduled~~ Planned Principal ~~Balance for such Distribution Date~~Amount; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclause~~ payments to Holders of the Class A-1A Certificates and the Holders of the Class A-AB Certificates (1up to the Class A-AB Planned Principal Amount) ~~above~~ have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates and the Class A-2FL Regular Interest, pro rata, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses~~ payments to Holders of the Class A-1A Certificates and the Holders of the Class A-AB Certificates (1up to the Class A-AB Planned Principal Amount) and ~~(2) above~~ the Class A-1 Certificates have been made on such Distribution Date), until the outstanding ~~Certificate Balance~~ Class Principal Balances of the Class A-2 Certificates ~~has~~ and the Class A-2FL Regular Interest have been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses~~ payments to Holders of the Class A-1A Certificates and the Holders of the Class A-AB Certificates (~~1), (2~~up to the Class A-AB Planned Principal Amount) and ~~(3) above~~ the Class A-1 Certificates, Class A-2 Certificates and Class A-2FL Regular Interest have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ A-AB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses~~ payments to Holders of the Class A-1A Certificates and the Holders of the Class A-AB Certificates (~~1), (2), (3~~up to the Class A-AB Planned Principal Amount) and ~~(4) above~~ the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest and Class A-3 Certificates have been made on such Distribution Date), until the outstanding ~~Certificate~~ Class Principal Balance of the Class ~~A-4~~ A-AB Certificates has been reduced to zero; ~~and~~ (6) sixth, to the Holders of the Class ~~A-AB~~ A-4 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount ~~and (if applicable)~~ and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount ~~(or the portion thereof~~ remaining after ~~any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances~~ payments to Holders of the Class ~~A-AB~~ A-1A Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 CertificatesA-2FL Regular Interest, Class A-3 ~~Certificates, Class A-4~~ Certificates and Class A-AB Certificates have been made on such Distribution Date, until the ~~Certificate~~ Class Principal Balance of the Class A-4 Certificates has been reduced to zero; (7) seventh, to the Holders of the Class A-5 Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount and, after the outstanding Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to Holders of the Class A-1A Certificates, Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-BP AB Certificates and Class A-4 Certificates have been made on such Distribution Date, until the Class Principal Balance of the Class A-5 Certificates has been reduced to zero; and (IIB) ~~on or~~ to the Holders of the Class A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount and, after the ~~Cross-Over Date, to~~ outstanding Class Principal Balance of the Class ~~A-1~~A-1 Certificates, Class ~~A-2~~A-2 Certificates, Class ~~A-3~~A-2FL Regular Interest, Class ~~A-4~~A-3 Certificates, Class A-AB Certificates, Class A-4 Certificates and Class A-5 Certificates have been reduced to zero, the Loan Group 1 Principal Distribution Amount remaining after payments to Holders of the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-BP AB Certificates, ~~pro rata (based~~ Class A-4 Certificates, Class A-5 Certificates and Class A-1A Certificates have been made on ~~their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for~~ such Distribution Date, until the ~~Certificate~~ Class Principal Balance ~~of each~~ of the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A-1A Certificates is has been reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) ~~third,~~ to reimburse the Holders of the Class A-1 Certificates, ~~the~~ Class A-2 Certificates, ~~the~~ Class A-2FL Regular Interest, Class A-3 Certificates, ~~the~~ Class A-AB Certificates, Class A-4 Certificates, ~~the~~ Class ~~A-AB~~ A-5 Certificates and ~~the~~ Class ~~A-BP~~ A-1A Certificates, ~~first~~ up to an amount equal to to, and pro rata as among such Classes in accordance with, the ~~aggregate~~ respective amounts of ~~unreimbursed~~ Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class Principal Balance of such Classes ~~pro rata (based upon the aggregate unreimbursed Realized Losses~~ and for which no reimbursement has previously ~~allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~been paid; (iv) ~~fourth,~~ to distributions of interest to the Holders of the Class A-S M Certificates, Class A-MF Certificates and Class A-MFL Regular Interest, pro rata, in ~~respect of interest, up to~~ an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (v) ~~fifth, after~~ if the ~~Certificate~~ Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-AB Certificates, Class A-4 Certificates, Class ~~A-AB~~ A-5 Certificates and Class ~~A-BP~~ A-1A Certificates have been reduced to zero, to ~~the Holders~~ distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, principal to the Holders of the Class A-S M Certificates, ~~first up~~ Class A-MF Certificates and Class A-MFL Regular Interest, pro rata, in an amount (not to exceed the Class Principal Balances of the Class A-M Certificates, Class A-MF Certificates and Class A-MFL Regular Interest outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (vi) to distributions to the Holders of the Class A-M Certificates, Class A-MF Certificates and Class A-MFL Regular Interest, pro rata, in an amount equal ~~to the aggregate of unreimbursed~~ to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to ~~such Class~~the Class Principal Balances of the Class A-M Certificates, ~~then interest on~~ Class A-MF Certificates and Class A-MFL Regular Interest and that ~~amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated~~ remain unreimbursed immediately prior to such ~~Class~~Distribution Date; (vii) ~~seventh~~to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (viii) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-AB Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-1A Certificates, Class A-M Certificates, Class A-MF Certificates and Class A-MFL Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-J Certificates and Class A-MFL Regular Interest, pro rata, in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (ix) to distributions to the Holders of the Class A-J in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, that were previously allocated to the Class Principal Balance of the Class A-J Certificates and that remain unreimbursed immediately prior to such Distribution Date; (x) to distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xi) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-2FL Regular Interest, Class A-3 Certificates, Class A-AB Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-1A Certificates, Class A-M Certificates, Class A-MF Certificates, Class A-MFL Regular Interest and Class A-J Certificates have been reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in ~~respect of interest, up to~~ an amount (not to exceed the Class Principal Balance of the Class B Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Interest~~ entire remaining Principal Distribution Amount ~~in respect of such Class of Certificates~~ for such Distribution Date; (~~viii~~xii) ~~eighth, after the Certificate Balances of the Class A Certificates have been reduced~~ to ~~zero,~~ distributions to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, ~~the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth~~all Realized Losses and Additional Trust Fund Expenses, ~~after the Certificate Balances of~~ if any, that were previously allocated to the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc., Series 2007-3)

Common use of Distributions Clause in Contracts