Common use of Distributions Clause in Contracts

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LT7 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LT7 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) the Holders of the REMIC I Regular Interest I-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, 98.00____% of the amount remaining after application of clause (a), until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; (bc) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LT4, REMIC I Regular Interest I-LT5 and REMIC I Regular Interest I-LT5LT6, 1.00____% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the related Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and any remaining amount to the Holders of the REMIC Class R-I Regular Interest I-LT6, 1.00% of such remainderCertificates; and (d) to the Holders of the REMIC I Regular Interest I-LTPLT7, $100 on the Distribution Date immediately following the expiration ____% of the latest Prepayment Charge term as identified on amount remaining after application of clause (a), until the Mortgage Loan Schedule or Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any Distribution Date thereafterremaining amount to the Holders of the Class R-I Certificates; provided, however, that 98.00_____% and 2.00_____% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT7, respectively.

Distributions. (a) (1)(A1)(I) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) With respect to the Group I Mortgage Loans: (1) to the Holders of REMIC I Regular Interests (other than Interest I-LT1, REMIC I Regular Interest I-LTP), LT1PF and REMIC I Regular Interest I-LTP in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a2) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; provided, however, that 98.00% and 2.00% of any principal payments that are attributable and (3) to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT1PF, respectivelyin an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest I-LT1, until the Uncertificated Balance of REMIC I Regular Interest I-LT1 is reduced to zero; (b) to the Holders of REMIC I Regular Interest I-LT1PF, until the Uncertificated Balance of REMIC I Regular Interest I-LT1PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group I Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1 and such amounts relating to the Subsequent Group I Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1PF. (ii) With respect to the Group II Mortgage Loans: (1) to the Holders of REMIC Regular Interest I-LT2 and REMIC I Regular Interest I-LT2PF in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (2) to the Holders of REMIC I Regular Interest I-LT2 and REMIC I Regular Interest I-LT2PF, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest I-LT2, until the Uncertificated Balance of REMIC I Regular Interest I-LT2 is reduced to zero; (b) to the Holders of REMIC I Regular Interest I-LT2PF, until the Uncertificated Balance of REMIC I Regular Interest I-LT2PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group II Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT2 and such amounts relating to the Subsequent Group II Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT2PF. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of the REMIC I Regular Interest P. The payment of the foregoing amounts to the Holders of the REMIC I Regular Interest P shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i1) to the Holders of REMIC I Regular Interests (other than Interest I, and each of REMIC I Regular Interest II-1-LTP)A through I-52-B, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On . (2) to the first Distribution Dateextent of amounts remaining after the distributions made pursuant to clause (i) above, the Class R-I Certificates payments of principal shall be entitled allocated as follows: first, to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I, then to REMIC I Regular interests I-1-LT6 A through I-52-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be reduced when the allocated PRO RATA between such REMIC I Overcollateralized Amount Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is less than the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Required Overcollateralized Amount, by Regular Interest I until the lesser of (x) the amount Uncertificated Balance of such difference and (y) the Maximum I-LT6 Uncertificated REMIC I Regular Interest Deferral Amountis reduced to zero; and (ii3) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular InterestsInterest I-52-B, (A) all amounts representing Prepayment Charges in an amount equal to the remainder respect of the Available Distribution Amount for such Distribution Date after Group I Mortgage Loans received during the distributions made pursuant to clauses (i) related Prepayment Period and (ii)(xB) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% thereafter until $100 has been distributed pursuant to this clause. The payment of any principal payments that are attributable the foregoing amounts to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest II-52-LT1 and B shall not reduce the Uncertificated Balance thereof. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest III and each of REMIC I Regular Interest II-1-LT6A through II-52-B, respectivelyPRO RATA, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interest II, then to REMIC I Regular Interest II-1-A through II-52-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated PRO RATA between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Group II Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest II-52-B. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest II-52-B shall not reduce the Uncertificated Balance thereof. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC II Regular Interests and distributed to the Holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be:

Distributions. (a) (1)(AA) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTA and I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterthereafter until $[_________] has been distributed pursuant to this clause; (iii) on each Distribution Date, the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above to the Holders of REMIC I Regular Interest I-LTA until the Uncertificated Balance of REMIC I Regular Interest I-LTA is reduced to zero; and (iv) to the Holders of the Class R-I Certificates, any amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof. (B) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-II Certificates, as the case may be: (i) first, to the Holders of REMIC II Regular Interest II-LTIO, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and then to Holders of REMIC II Regular Interest II-LTAA, REMIC Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTZZ and REMIC II Regular Interest II-LTP, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Interest in respect of REMIC II Regular Interest II-LTZZ shall be reduced when the REMIC II Overcollateralization Amount is less than the REMIC II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum II-LTZZ Uncertificated Interest Deferral Amount and such amount will be payable to the Holders of REMIC II Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3 and REMIC II Regular Interest II-LTM3 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (ii) second, to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC II Regular Interest II-LTAA, [______]% of such remainder, until the Uncertificated Balance of such Uncertificated REMIC II Regular Interest is reduced to zero; (b) to the Holders of REMIC II Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3 and REMIC II Regular Interest II-LTM4, [______]% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero; (c) to the Holders of REMIC II Regular Interest II-LTZZ, [______]% of such remainder, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (d) to the Holders of REMIC II Regular Interest II-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $[_________] has been distributed pursuant to this clause; then (e) any remaining amount to the Holders of the Class R-II Certificates; and (iii) third, to REMIC II Regular Interest II-LTP, [______]% of the amount paid in respect of REMIC I Regular Interest I-LTP; provided, however, that 98.00[______]% and 2.00[______]% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest III-LT1 LTAA and REMIC I II Regular Interest III-LT6LTZZ, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Certificate Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC Regular Interest I-LTM10 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (e) below), to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated is reduced to the Corresponding Certificateszero; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest AA, REMIC I Regular Interest I-LTP)A, REMIC I Regular Interest M1, REMIC I Regular Interest M2, REMIC I Regular Interest M3, REMIC I Regular Interest B1, REMIC I Regular Interest B2, REMIC I Regular Interest B3, REMIC I Regular Interest B4, REMIC I Regular Interest ZZ and REMIC I Regular Interest P, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 ZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; andAmount and such amount shall be payable to the Holders of REMIC I Regular Interest A, REMIC I Regular Interest M1, REMIC I Regular Interest M2, REMIC I Regular Interest M3, REMIC I Regular Interest B1, REMIC I Regular Interest B2, REMIC I Regular Interest B3 and REMIC I Regular Interest B4 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest ZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder, to the Holders of REMIC I Regular Interest AA and REMIC I Regular Interest P, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest P shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest P, until $100 has been distributed pursuant to this clause; (b) 2.00% of such remainder, first, to the Holders of the REMIC I Regular Interest I-LT2A, REMIC I Regular Interest I-LT3M1, REMIC I Regular Interest I-LT4 M2, REMIC I Regular Interest M3, REMIC I Regular Interest B1, REMIC I Regular Interest B2, REMIC I Regular Interest B3 and REMIC I Regular Interest I-LT5B4, 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero, and second, to the Holders of REMIC I Regular Interest ZZ, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-II Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to the Holders of (i) REMIC I Regular Interest AA and REMIC I Regular Interest P, in that order and (ii) REMIC I Regular Interest ZZ, respectively; provided that REMIC I Regular Interest P shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest P, until $100 has been distributed pursuant to this clause. Notwithstanding the priorities and amounts of distribution of funds pursuant to this Section 4.01(a)(1), actual distributions of the Available Distribution Amount shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (2) On each Distribution Date, the Trustee shall withdraw the Interest Remittance Amount for such Distribution Date from the Distribution Account and make the following distributions in respect of interest in the following order of priority: (I) to the Holders of the REMIC I Regular Class A Certificates the Class A Interest I-LT6, 1.00% of Distribution Amount related to such remainder; andCertificates (dII) sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, an amount equal to the Interest Distribution Amount for each such Class. (3) On each Distribution Date, the Trustee shall withdraw from the Distribution Account the Available Distribution Amount for such Distribution Date remaining after the distributions made pursuant to (2) above and make the following distributions in respect of principal in the following order of priority: (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect: (i) to the Holders of the REMIC I Regular Class A Certificates, the Principal Distribution Amount for such Distribution Date until the Certificate Principal Balance of such Class has been reduced to zero. (ii) sequentially to the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, the Principal Distribution Amount remaining, in each case, until the Certificate Principal Balance of such Class has been reduced to zero. (II) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect: (i) to the Holders of the Class A Certificates, the Class A Principal Distribution Amount, until the Certificate Principal Balances of such Class has been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (v) to the Holders of the Class B-1 Certificates, the Class B-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (vi) to the Holders of the Class B-2 Certificates, the Class B-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (vii) to the Holders of the Class B-3 Certificates, the Class B-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (viii) to the Holders of the Class B-4 Certificates, the Class B-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (4) On each Distribution Date, the Available Distribution Amount remaining after the distributions pursuant to (2) and (3) above shall be distributed by the Trustee as follows: (i) sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the related Interest I-LTPCarry Forward Amount allocable to such Classes of Certificates; (ii) sequentially, $100 to the Holders of the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that order, the related Allocated Realized Loss Reimbursement Amount allocable to such Classes of Certificates; (iii) from amounts otherwise distributable to the Holders of the Class C Certificates, (a) first, to the Net WAC Rate Carryover Reserve Account, the amount required by Section 4.09(b) after taking into account amounts, if any, received under the Cap Contract, and (b) second, to maintain a balance in the Net WAC Rate Carryover Reserve Account equal to the Net WAC Rate Carryover Reserve Account Deposit; (iv) to the Holders of the Class C Certificates, (a) the related Interest Distribution Amount and any Overcollateralization Reduction Amount for such Distribution Date and (b) on any Distribution Date on which the Certificate Principal Balances of the Class A Certificates and the Subordinate Certificates have been reduced to zero, any remaining amounts in reduction of the Certificate Principal Balance of the Class C Certificates, until the Certificate Principal Balance thereof has been reduced to zero, in each case, less amounts distributed pursuant to Section 4.01(a)(4)(iii); and (v) to the Holders of the Class R Certificates, any remaining amounts; provided that if such Distribution Date is the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, howeverthen any such remaining amounts shall be distributed first, that 98.00% to the Holders of the Class P Certificates, until the Certificate Principal Balance thereof has been reduced to zero, and 2.00% second, to the Holders of the Class R Certificates. (5) On each Distribution Date, following the foregoing distributions, an amount equal to the amount of Subsequent Recoveries deposited into the Collection Account pursuant to Section 3.05(a)(ii) and included in the Available Distribution Amount for such Distribution Date shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the Highest Priority up to the Allocated Realized Loss Reimbursement Amount for such Class. An amount equal to the amount of any principal payments remaining Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the next Highest Priority, up to the Allocated Realized Loss Reimbursement Amount for such Class and so on. Holders of such Certificates shall not be entitled to any distribution in respect of 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 the Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (b) On each Distribution Date, after making the distributions of the Available Distribution Amount as set forth above, the Trustee shall FIRST, withdraw from the Net WAC Rate Carryover Reserve Account all net income from the investment of funds in the Net WAC Rate Carryover Reserve Account and distribute such amount to the Holders of the Class C Certificates, and SECOND, withdraw from the Net WAC Rate Carryover Reserve Account, to the extent of amounts remaining on deposit therein, the amount of any Net WAC Rate Carryover Amount for such Distribution Date and distribute such amount as follows: FIRST, to the Class A Certificates, the related Net WAC Rate Carryover Amount, on a PRO RATA basis based on such respective Net WAC Rate Carryover Amounts; and SECOND, sequentially, to the Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class B-4 Certificates, in that are attributable order, the related Net WAC Rate Carryover Amount. On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer, Servicer Prepayment Charge Payment Amounts payable by the Servicer pursuant to a Overcollateralization Reduction Amount Section 2.03(b)(ii), to the extent not related to Principal Prepayments occurring after the related Prepayment Period, and the Trustee shall distribute such amounts to the Holders of the Class P Certificates. Such distributions shall not be applied to reduce the Certificate Principal Balance of the Class P Certificates. (c) All distributions made with respect to each Class of Certificates on each Distribution Date shall be allocated PRO RATA among the outstanding Certificates in such Class based on their respective Percentage Interests. Payments in respect of each Class of Certificates on each Distribution Date shall be made to the Holders of the REMIC I Regular respective Class of record on the related Record Date (except as otherwise provided in Section 4.01(e) or Section 9.01 respecting the final distribution on such Class), based on the aggregate Percentage Interest Irepresented by their respective Certificates, and shall be made by wire transfer of immediately available funds to the account of any such Holder at a bank or other entity having appropriate facilities therefor, if such Holder shall have so notified the Trustee in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date, or otherwise by check mailed by first class mail to the address of such Holder appearing in the Certificate Register. The final distribution on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Trustee maintained for such purpose pursuant to Section 8.12 or such other location specified in the notice to Certificateholders of such final distribution. Each distribution with respect to a Book-LT1 Entry Certificate shall be paid to the Depository, as Holder thereof, and REMIC I Regular the Depository shall be responsible for crediting 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 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. None of the Trustee, the Certificate Registrar, the Depositor or the Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. (d) The rights of the Certificateholders to receive distributions in respect of the Certificates, and all interests of the Certificateholders in such distributions, shall be as set forth in this Agreement. Neither the Holders of any Class of Certificates nor the Trustee nor the Servicer shall in any way be responsible or liable to the Holders of any other Class of Certificates in respect of amounts properly previously distributed on the Certificates. (e) Except as otherwise provided in Section 9.01, whenever the Trustee expects that the final distribution with respect to any Class of Certificates shall be made on the next Distribution Date, the Trustee shall, no later than five (5) days after the related Determination Date, mail to each Holder 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 shall be made on such Distribution Date, but only upon presentation and surrender of such Certificates at the office of the Trustee therein specified or its agent; and (ii) no interest shall accrue on such Certificates from and after the end of the related Interest IAccrual Period. Any funds not distributed to 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 in trust by the Trustee and credited to the account of the appropriate non-LT6tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 4.01(e) shall not have been surrendered for cancellation within six months after the time specified in such notice, respectively.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 shall, directly or through an agent, mail a final notice to remaining non-tendering Certificateholders concerning surrender of their Certificates but shall continue to hold any remaining funds for the benefit of non-tendering Certificateholders. The costs and expenses

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interests (other than each REMIC I Regular Interest II-1-LTP)A through I-52-B, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On . (ii) to the first Distribution Dateextent of amounts remaining after the distributions made pursuant to clause (i) above, the Class R-I Certificates payments of principal shall be entitled allocated as follows: to interest accrued on its Certificate Principal REMIC I Regular interests I-1-A through I-52-B starting with the lowest numerical denomination until the Uncertificated Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each such REMIC I Regular Interest I-LT6 is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be reduced when the allocated PRO RATA between such REMIC I Overcollateralized Amount is less than Regular Interests. With respect to the Group II Mortgage Loans: (i) to Holders of each REMIC I Required Overcollateralized AmountRegular Interest II-1-A through II-52-B, by the lesser of PRO RATA, in an amount equal to (xA) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; andfor such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (xi) on above, payments of principal shall be allocated as follows: to REMIC I Regular interests II-1-A through II-52-B starting with the first lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated PRO RATA between such REMIC I Regular Interests. With respect to the Group III Mortgage Loans: (i) to Holders of each REMIC I Regular Interest III-1-A through III-52-B, PRO RATA, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the Holders extent of amounts remaining after the Class Rdistributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: to REMIC I Regular interests III-1-A through III-52-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I CertificatesRegular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the Certificate Principal Balance thereof and (y) on same numerical denomination, such payments of principal shall be allocated PRO RATA between such REMIC I Regular Interests. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular InterestsInterest I-52-A. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-52-A shall not reduce the Uncertificated Balance thereof. (b) On each Distribution Date, the following amounts, in an amount equal the following order of priority, shall be distributed by REMIC I to the remainder REMIC II on account of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) REMIC II Regular Interests and (ii)(x) above, allocated as follows (except as provided below): (a) distributed to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; Class R Certificates (b) to the Holders in respect of the REMIC I Regular Interest IClass R-LT2II Interest), REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in as the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.case may be:

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTP)LTA1A, REMIC I Regular Interest I-LTA1F, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA4W, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTA5W, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTB1, REMIC I Regular Interest I-LTB2 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amounts will be payable to the Holders of REMIC I REMIC I Regular Interest I-LTA1A, REMIC I Regular Interest I-LTA1F, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA4W, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTA5W, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTB1 and REMIC I Regular Interest I-LTB2 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (c) below) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; (b) 2.00% of such remainder first, to the Holders of the REMIC I Regular Interest I-LT2LTA1A, REMIC I Regular Interest I-LT3LTA1F, REMIC I Regular Interest I-LT4 LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA4W, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTA5W, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTB1 and REMIC I Regular Interest I-LT5, 1.00% of such remainderLTB2, in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second, to the Holders of REMIC I Regular Interest I-LTZZ, until the Uncertificated l Balance of such REMIC I Regular Interest is reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (d) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. Notwithstanding the distributions pursuant to this Section 4.01(1), distribution of funds shall conform to the distributions made pursuant to Section 4.01(2), (3) and (4). (2) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, (a) to the Holders of the Class A Certificates, on a pro rata basis based on the entitlement of each such Class, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates and (b) to the Certificate Insurer, the amount owing to the Certificate Insurer for the Certificate Insurer Premium, including any unpaid Certificate Insurer Premium due on a prior Distribution Date; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date; and (iii) sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class B-1 and Class B-2 Certificates, in that order, an amount equal to the Interest Distribution Amount allocable to each such Class. On each Distribution Date, (i) to the extent that the Certificate Insurer has made a payment of interest with respect to the Insured Certificates, the Certificate Insurer will be entitled to receive as subrogee the Interest Carry Forward Amount with respect to such payment, and (ii) to the extent that the Certificate Insurer has made a payment with respect to principal of the Insured Certificates for which the Certificate Insurer has not been reimbursed as subrogee, the Certificate Insurer will be entitled to receive as subrogee the Senior Interest Distribution Amount with respect to such principal payment. (3) (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), until the Certificate Principal Balances thereof have been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date to the extent not paid pursuant to Section 4.01(a)(2)(ii); and (iii) sequentially to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class B-1 and Class B-2 Certificates, until the Certificate Principal Balance of each such Class has been reduced to zero.

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Principal Distribution Amount for such date to the interests issued in respect of REMIC I, REMIC II, REMIC III and REMIC IV as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II III on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Group I Available Distribution Amounts, first, to the Holders of REMIC I Regular Interest LT-A-2 and REMIC I Regular Interest LT-A-3, in ▇▇ ▇▇▇▇▇▇ ▇▇▇▇l to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC I Regular Interest LT-A-1 in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC I Regular Interests Interests, in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (other than i) above, allocated in the following order of priority: (A) to the Holders of REMIC I Regular Interest ILT-LTP)A-1, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-A-1 is reduced to zero; (B) to the Holders of REMIC I Regular Interest LT-A-3, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-A-3 is reduced to zero; (C) to the Holders of REMIC I Regular Interest LT-A-2, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-A-2, is ▇▇▇▇▇▇▇ ▇▇ ▇▇▇o; and (D) any remaining amount to the Holders of the Class R-I Certificates. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) to the extent of the Group II Available Distribution Amounts, to the Holders of REMIC II Regular Interest LT-B, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC II Regular Interest LT-B, in an amount equal to the remainder of the Group II Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, allocated in the following order of priority: (A) to the Holders REMIC II Regular Interest LT-B, until the Uncertificated Principal Balance of REMIC II Regular Interest LT-B is reduced to zero; and (B) any remaining amount to the Holders of the Class R-II Certificates. (3) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC III to REMIC IV on account of the REMIC III Regular Interests: (i) to the extent of the Group I Available Distribution Amount, first, to the Holders of REMIC III Regular Interests MT-IO-1, MT-IO-2, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇ ▇▇▇ ▇▇-▇▇-8, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates, and second, to the Holders of REMIC III Regular Interest MT-I-1, REMIC III Regular Interest MT-I-2, REMIC III Regular Interest MT-I-3, REMIC III Regular Interest MT-I-4, REMIC III Regular Interest MT-I-5, REMIC III Regular Interest MT-I-6, REMIC III Regular Interest MT-I-7, REMIC III Regular Interest MT-I-8, REMIC III Regular Interest MT-I-9 and REMIC III Regular Interest MT-I- 10, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I III Regular Interest IMT-LT6 I-10 shall be reduced when the REMIC III Group I Overcollateralized Overcollateralization Amount is less than the REMIC III Group I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC III Group I Regular Interest MT-I-10 Maximum I-LT6 Uncertificated Interest Deferral AmountAmount , and such amount will be payable to the Holders of REMIC III Regular Interest MT-I-1, REMIC III Regular Interest MT-I-2, REMIC III Regular Interest MT-I-3, REMIC III Regular Interest MT-I-4, REMIC III Regular Interest MT-I-5, REMIC III Regular Interest MT-I-6, REMIC III Regular Interest MT-I-7, REMIC III Regular Interest MT-I-8 and REMIC III Regular Interest MT-I-9 in the same proportion as the Group I Overcollateralization Increase Amount is allocated to the Class A-I-1 Certificates, Class A-I-2 Certificates, Class A-I-3 Certificates, Class A-I-4 Certificates, Class A-I-5 Certificates, Class M-I-1 Certificates, Class M-I-2 Certificates and Class M-I-3, respectively; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC III Group I Regular InterestsInterests (other than REMIC III Regular Interests MT-IO-1, MT-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇, ▇▇-▇▇-▇ ▇▇▇ ▇▇-▇▇-8), in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I III Regular Interest IMT-LT1I-1, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I III Regular Interest IMT-LT2I-2, REMIC I Regular Interest IMT-LT3I-3, REMIC I Regular Interest IMT-▇-LT4 and REMIC I Regular Interest I▇, ▇▇-LT5▇-▇, ▇▇-▇-▇, ▇▇-▇-▇, ▇▇-▇-▇ ▇▇▇ MT-I-9, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Class A-I-1 Certificates; , Class A-I-2 Certificates, Class A-I-3 Certificates, Class A-I-4 Certificates, Class A-I-5 Certificates, Class M-I-1 Certificates, Class M-I-2 Certificates and Class M-I-3 Certificates, respectively; (cC) to the Holders of the REMIC I III Regular Interest IMT-LT6I-10, 1.00% of such remainder; and and (dD) any remaining amounts to the Holders of the REMIC I Regular Interest IClass R-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterIII Certificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I III Regular Interest IMT-LT1 I-1 and REMIC I III Regular Interest IMT-LT6I-10, respectively. (iii) to the extent of the Group II Available Distribution Amount, to the Holders of REMIC III Regular Interest MT-II-1, REMIC III Regular Interest MT-II-2, REMIC III Regular Interest MT-II-3, REMIC III Regular Interest MT-II-4, REMIC III Regular Interest MT-II-5 and REMIC III Regular Interest MT-II-6, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC III Regular Interest MT-II-6 shall be reduced when the REMIC III Group II Overcollateralization Amount is less than the REMIC III Group II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC III Group II Regular Interest MT-II-6 Maximum Interest Deferral Amount , and such amount will be payable to the Holders of REMIC III Regular Interest MT-II-2, REMIC III Regular Interest MT-II-3, REMIC III Regular Interest MT-II-4 and REMIC III Regular Interest MT-II-5 in an amount equal to the amount of Group II Overcollateralization Increase Amount allocated to the Class A-II Certificates, Class M-II-1 Certificates, Class M-II-2 Certificates and Class M-II-3 Certificates, respectively; and (iv) on each Distribution Date, to the Holders of REMIC III Group II Regular Interests, in an amount equal to the remainder of the Group II Available Distribution Amount after the distributions made pursuant to clause (iii) above, allocated as follows (except as provided below): (A) to the Holders of the REMIC III Regular Interest MT-II-1, 98.00% of such remainder until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; (B) to the Holders of the REMIC III Regular Interest MT-II-2, REMIC III Regular Interest MT-II-3, REMIC III Regular Interest MT-II-4 and REMIC III Regular Interest MT-II-5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Class A-II Certificates, Class M-II-1 Certificates, Class M-II-2 Certificates and Class M-II-3 Certificates, (C) to the Holders of the REMIC III Regular Interest MT-II-6, 1.00% of such remainder; and (D) any remaining amounts to the Holders of the Class R-III Certificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC III Regular Interest MT-II-1 and REMIC III Regular Interest MT-II-6, respectively. (4) Notwithstanding the distributions on the REMIC Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c) and (d). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to the Certificate Insurer the Certificate Insurer Premium and in the case of a distribution pursuant to Section 4.02(c)(xviii) below, the amount required to be distributed to the Certificate Insurer pursuant to Section 4.02(c)(xviii) below, and to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the Group I Available Distribution Amount (or, with respect to clause (xvii) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A-I Certificateholders, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls on the Group I Loans, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class A-I Certificateholders as described in Section 4.02(h) (the "Class A-I Interest Distribution Amount"), with such amount allocated among the Class A-I Certificateholders on a pro rata basis; (ii) to the Class M-I-1 Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls on the Group I Loans, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class M-I-1 Certificates as described in Section 4.02(h) (the "Class M-I-1 Interest Distribution Amount"); (iii) to the Class M-I-2 Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls on the Group I Loans, to the extent not covered by Compensating Interest pursuant to Section 3.16, allocated to the Class M-I-2 Certificates as described in Section 4.02(h) (the "Class M-I-2 Interest Distribution Amount"); (iv) to the Class M-I-3 Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls on the Group I Loans, to the extent not covered by 100 Compensating Interest pursuant to Section 3.16, allocated to the Class M-I-3 Certificates as described in Section 4.02(h) (the "Class M-I-3 Interest Distribution Amount"); (v) to the Class A-I Certificateholders and Class M-I Certificateholders (other than the Class A-I-IO Certificateholders), the Group I Principal Distribution Amount (other than clauses (iv) and (v) of the definition thereof), in the order described in Section 4.02(e), until the Certificate Principal Balances of the Class A-I Certificates and Class M-I Certificates have been reduced to zero; (vi) to the Class A-I Certificateholders (other than the Class A-I-IO Certificateholders) and the Class M-I Certificateholders, from the Group I Excess Cash Flow, an amount equal to the Realized Losses on the Group I Loans during the immediately preceding Due Period, which amount shall be included in the Group I Principal Distribution Amount and paid in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of the Class A-I Certificates and Class M-I Certificates have been reduced to zero; (vii) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, an amount equal to the Realized Losses on the Group II Loans during the immediately preceding Due Period to the extent not covered by the Group II Excess Cash Flow, which amount shall be included in the Group II Principal Distribution Amount and paid in accordance with Section 4.02(f) hereof, until the Certificate Principal Balances of the Class A-II Certificates and Class M-II Certificates have been reduced to zero; (viii) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Group II Principal Distribution Amount and paid in accordance with Section 4.02(f) hereof, until the Certificate Principal Balances of the Class A-II Certificates and Class M-II Certificates have been reduced to zero, but only to the extent the aggregate Certificate Principal Balance of the Class A-II Certificates and Class M-II Certificates immediately prior to such Distribution Date exceeded the aggregate Stated Principal Balance of the Group II Loans at the end of the immediately preceding Due Period and to the extent not covered by the Group II Excess Cash Flow; (ix) to the Class A-I Certificateholders (other than the Class A-I-IO Certificateholders) and Class M-I Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Group I Principal Distribution Amount and paid in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of such Class A-I Certificates and Class M-I Certificates have been reduced to zero; (x) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: With respect to the Group I Mortgage Loans: (1) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-40-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (2) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular interests I-1-A through I-40-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Stated Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (3) to the Holders of REMIC I Regular Interest I-LTP, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest I and each of REMIC I Regular Interest II-1-A through II-40-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (2) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular interests II-1-A through II-40-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Stated Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest I. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I shall not reduce the Uncertificated Balance thereof. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) (a) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTAA, REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTA5, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTM11, REMIC II Regular Interest II-LTM12, REMIC II Regular Interest II-LTZZ and REMIC II Regular Interest II-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced and deferred when the REMIC I II Overcollateralized Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I II Regular Interest III-LT1LTA1, 98.00% of such remainder; (b) to the Holders of the REMIC I II Regular Interest III-LT2LTA2, REMIC I II Regular Interest III-LT3LTA3, REMIC I II Regular Interest III-LT4 LTA4, REMIC II Regular Interest II-LTA5, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTM11 and REMIC I II Regular Interest III-LT5, 1.00% of such remainder, LTM12 in the same proportion as principal payments are the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates; (c) to Certificates and the Holders Uncertificated Balance of the REMIC I II Regular Interest III-LT6, 1.00% of LTZZ shall be increased by such remainderamount; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) 1 On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: With respect to the Group I Mortgage Loans: (1) to Holders of REMIC I Regular Interest I, REMIC I Regular Interest I-LTP and each of REMIC I Regular Interest I-1-A through I-60-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (2) to the extent of amounts remaining after the distributions made pursuant to clause (1) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interest I and then to REMIC I Regular Interests I-1-A through I-60-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Stated Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (3) to the Holders of REMIC I Regular Interest I-60-B, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-60-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (2) to the extent of amounts remaining after the distributions made pursuant to clause (1) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interest II and then to REMIC I Regular Interests II-1-A through II-60-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Stated Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Stated Principal Balance of the Mortgage Loans, to REMIC I Regular Interest II until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. (3) On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest II-60-B. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) (a) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTP)LTIO, in an amount equal to (A) the Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (i) to Holders of REMIC I Regular Interest LT-P and REMIC I Regular Interest I-1-A through I-48-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (1) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interest I and then to REMIC I Regular Interests I-1-A through I-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of any Overcollateralization Reduction Amounts, to REMIC I Regular Interests I-1-A through I-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such Overcollateralization Reduction Amounts shall be allocated pro rata between such REMIC I Regular Interests. (iii) to the Holders of REMIC I Regular Interest I-LTP, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTIO, in an amount equal to (a) Uncertificated Accrued Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. (ii) to Holders of REMIC II Regular Interest II-LTAA, REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTZZ and REMIC II Regular Interest II-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced and deferred when the REMIC I II Overcollateralized Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amount will be payable to the Holders of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9 and REMIC II Regular Interest II-LTM10 in the same proportion as the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest II-LTZZ shall be increased by such amount; and (iiiii) (x) on the first Distribution Date, to the Holders of the Class RREMIC II Regular Interest II-I CertificatesLTP, the Certificate Principal Balance thereof and (yA) on each Distribution Date, 100% of the amount paid in respect of Prepayment Charges and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (iv) to the Holders of the REMIC I II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses (i), (ii) and (ii)(xiii) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest III-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first to the Holders of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9 and REMIC II Regular Interest II-LTM10, equal to 1.00% of and in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second, to the Holders of REMIC II Regular Interest II-LTZZ, 1.00%, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; and (c) any remaining amount to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and Class R Certificates (d) to the Holders in respect of the REMIC I Regular Interest IClass R-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterII Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Release Amount shall be allocated to Holders of the (i) REMIC I II Regular Interest III-LT1 LTAA and REMIC I II Regular Interest III-LT6LTZZ, respectively; once the Uncertificated Principal Balances of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9 and REMIC II Regular Interest II-LTM10have been reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans during the related Prepayment Period will be distributed by REMIC II to the Holders of REMIC II Regular Interest II-LTP. The payment of the foregoing amounts to the Holders of REMIC II Regular Interest II-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (1) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-48-B, PRO RATA, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (2) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interests I-1-A through I-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated PRO RATA between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (3) to the Holders of REMIC I Regular Interests Interest P, (other than A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-LTPA through II-48-B, PRO RATA, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular interests II-1-A through II-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated PRO RATA between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest P. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest P shall not reduce the Uncertificated Balance thereof. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be: (i) first, to the Holders of REMIC II Regular Interest II-IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest II-LTAA, REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2a, REMIC II Regular Interest II-LTA2b, REMIC II Regular Interest II-LTA2c, REMIC II Regular Interest II-LTA2d, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10 and REMIC II Regular Interest II-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I Required Overcollateralized II Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amounts will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the II REMIC I II Regular Interest III-LT1LTA1, 98.00% of such remainder; (b) to the Holders of the REMIC I II Regular Interest III-LT2LTA2a, REMIC I II Regular Interest III-LT3LTA2b, REMIC I II Regular Interest III-LT4 LTA2c, REMIC II Regular Interest II-LTA2d, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9 and REMIC I II Regular Interest III-LT5, 1.00% of such remainder, LTM10 in the same proportion as principal payments are the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (c) to Certificates and the Holders Uncertificated Balance of the REMIC I II Regular Interest III-LT6, 1.00% of LTZZ shall be increased by such remainderamount; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I- LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I- LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I- LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 I- LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I- LTA5, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I- LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I- LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LTM11 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I- LT2GRP and REMIC I Regular Interest I-LTXX, PRO RATA, in an amount equal to (A) the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I- LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTA6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I- LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LT5, LTM11 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to the Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and LTP, until $100 has been distributed pursuant to this clause; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests FIRST, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; SECOND, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and THIRD, any remaining principal to REMIC I Regular Interest I- LTXX. Notwithstanding the priorities and amounts of distribution of funds pursuant to this Section 4.01(a)(1), actual distributions of Available Funds shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (I) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium; (ii) to the Holders of the Group I Certificates, the Senior Interest Distribution Amount related to such Certificates; (iii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date; and (iv) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount, as set forth in Section 4.01(a)(2)(II)(i) below. (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; (ii) to the holders of the Group I Certificates any undistributed Senior Interest Distribution Amount related to such Certificates, unpaid after the distribution of the Group I Interest Remittance Amount, as set forth in Section 4.01(a)(2)(I)(ii) above; (iii) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount, as set forth in Section 4.01(a)(2)(I)(i); and (iv) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Section 4.01(a)(2)(I)(iii). (III) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(2)(I) and (II) above, the Trustee shall withdraw from the Distribution Account an amount equal to any remaining Group I Interest Remittance Amount and Group II Interest Remittance Amount and will be distributed sequentially to the Class M-1, Class M-2, Class M-▇, ▇▇▇▇▇ ▇-LT6▇, respectivelyClass M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, in an amount equal to the Interest Distribution Amount for each such Class. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Sections 4.01(a)(2)(I)(iii) and 4.01(a)(2)(II)(iv); and (iii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(3)(II) below, until the Certificate Principal Balances of such Classes have been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) to the Holders of the Group I Certificates, after taking into account the distribution of the Group I Principal Distribution Amount and the Group I Principal Distribution Amount already distributed as set forth in Section 4.01(a)(3)(I) above until the Certificate Principal Balance thereof has been reduced to zero. 100 (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date will be distributed sequentially to the Class M-1, Class M-2, Class ▇-▇, ▇▇ass M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, in each case, until the Certificate Principal Balance of such Class has been reduced to zero. (IV) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates, the Senior Group I Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to the foregoing provisions; and (iii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(3)(V)(i) below, up to an amount equal to the Senior Group II Principal Distribution Amount remaining undistributed, until the Certificate Principal Balances of such Classes have been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), the Senior Group II Principal Distribution Amount, until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) to the Holders of the Group I Certificates after taking into account the distribution of the Group I Principal Distribution Amount, as set forth in Section 4.01(a)(3)(IV) above, up to an amount equal to the Senior Group I Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance thereof has been reduced to zero. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be distributed in the following order of priority: 101 (i) to the Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iv) to the Holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (v) to the Holders of the Class M-5 Certificates, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (vi) to the Holders of the Class M-6 Certificates, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LTM9 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (e) below), to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; 2% of such remainder; (b) , first to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LT5LTM9, 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; and second, to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% (less the amount payable in clause (c) below), until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; andthen (db) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (c) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LT1, REMIC I Regular Interest I-LTP), LT1PF and REMIC I Regular Interest I-LTP in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; provided, however, that 98.00% and 2.00% of any principal payments that are attributable and (iii) to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT1PF, respectivelyin an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest I-LT1, until the Uncertificated Balance of REMIC I Regular Interest I-LT1 is reduced to zero; (b) to the Holders of REMIC I Regular Interest I-LT1PF, until the Uncertificated Balance of REMIC I Regular Interest I-LT1PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group I Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1 and such amounts relating to the Subsequent Group I Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1PF. With respect to the Group II Mortgage Loans: (i) to the Holders of REMIC Regular Interest I-LT2 and REMIC I Regular Interest I-LT2PF in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC I Regular Interest I-LT2 and REMIC I Regular Interest I-LT2PF, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest I-LT2, until the Uncertificated Balance of REMIC I Regular Interest I-LT2 is reduced to zero; (b) to the Holders of REMIC I Regular Interest I-LT2PF, until the Uncertificated Balance of REMIC I Regular Interest I-LT2PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group II Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT2 and such amounts relating to the Subsequent Group II Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT2PF. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of the REMIC I Regular Interest P. The payment of the foregoing amounts to the Holders of the REMIC I Regular Interest P shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-39-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-39-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-39-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest II, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests II-1-A through II-39-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (b) to the Holders of REMIC I Regular Interest P, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) first to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest I-LTP)IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest AA, REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10, REMIC II Regular Interest M-11 and REMIC II Regular Interest ZZ, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 ZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest ZZ shall be increased by such amount; (ii) to Holders of REMIC II Regular Interest I-SUB, REMIC II Regular Interest I-GRP, REMIC II Regular Interest II-SUB, REMIC II Regular Interest II-GRP, and REMIC II Regular Interest XX, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC II Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11, 1% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest ZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of REMIC II Regular Interest P, 100% of the amounts deemed distributed on REMIC I Regular Interest I-LT6, 1.00% of such remainderP; andthen (dD) any remaining amount to the Holders of the REMIC I Regular Interest I-LTPClass R Certificate, $100 on the Distribution Date immediately following the expiration in respect of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterClass R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest I-LT1 AA and REMIC I II Regular Interest I-LT6ZZ, respectively. (iv) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the REMIC II Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC II Regular Interests first, so as to keep the Uncertificated Balance of each REMIC II Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group; second, to each REMIC II Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group over (y) the current Certificate Principal Balance of the Class A Certificate in the related loan group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC II Regular Interests such that the REMIC II Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC II Regular Interest XX. (v) Notwithstanding the distributions described in Section 5.01(c)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through (7). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in April 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; second, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and third, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(3) below on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in April 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; second, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and third, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(c)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, to the extent of the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in April 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and third, sequentially, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(c)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in April 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, sequentially, to the Holders of the Class A-2A Class A-2B, Class A-2C and Class A-2D Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and third, to the Holders of the Class A-1 Certificates after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(c)(5)(i) above, until the Certificate Principal Balance of such Class has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(c)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in April 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates, the Class A-1 Principal Distribution Amount, until the Certificat

Distributions. (a) (1)(AA) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) first, with respect to the Mortgage Loans with an Expense Adjusted Mortgage Rate as of the Cut-off Date of less than 6.00%, to the Holders of REMIC I Regular Interests Interest I-LTB, in an amount equal to (other than A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and with respect to the Mortgage Loans with an Expense Adjusted Mortgage Rate as of the Cut- off Date of 6.00% or greater, first to the Holders of REMIC I Regular Interest I-LTC, REMIC I Regular Interest I-LTD and REMIC I Regular Interest LT-E, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC I Regular Interest I-LTA and I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, with respect to the Mortgage Loans with an Expense Adjusted Mortgage Rate as of the Cut-off Date of less than 6.00%, to the Holders of REMIC I Regular Interest I-LTB until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and with respect to the Mortgage Loans with an Expense Adjusted Mortgage Rate as of the Cut-off Date of 6.00% or greater, in the following order, to the Holders of REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTE, REMIC I Regular Interest I-LTD and REMIC I Regular Interest I-LTC until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (iv) to the Holders of the Class R-I Certificates, any amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof. (B) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-II Certificates, as the case may be: (i) first, to the Holders of REMIC II Regular Interest II-LTIO, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and then to Holders of REMIC II Regular Interest II-LTAA, REMIC Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTZZ and REMIC II Regular Interest II-LTP, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Interest in respect of REMIC II Regular Interest II-LTZZ shall be reduced when the REMIC II Overcollateralization Amount is less than the REMIC II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum II-LTZZ Uncertificated Interest Deferral Amount and such amount will be payable to the Holders of REMIC II Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2 and REMIC II Regular Interest II- LTM3 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (ii) second, to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC II Regular Interest II-LTAA, 98.00% of such remainder, until the Uncertificated Balance of such Uncertificated REMIC II Regular Interest is reduced to zero; (b) to the Holders of REMIC II Regular Interest II-LTA, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2 and REMIC II Regular Interest II-LTM3, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero; (c) to the Holders of REMIC II Regular Interest II-LTZZ, 1.00% of such remainder, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (d) to the Holders of REMIC II Regular Interest II-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; then (e) any remaining amount to the Holders of the Class R-II Certificates; and (iii) third, to REMIC II Regular Interest II-LTP, 100% of the amount paid in respect of REMIC I Regular Interest I-LTP; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest III-LT1 LTAA and REMIC I II Regular Interest III-LT6LTZZ, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTA1, REMIC I Regular Interest I-LTA2, and REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, howeverthe remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 LTA1 and REMIC I Regular Interest I-LT6LTA2 until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero; and (iv) to the Holders of the Class R Certificates (in respect of the Class R-I Interest), respectivelyany amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTIO-1 and REMIC I Regular Interest I-LTIO-2 in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC I Regular Interest I-LT1, REMIC I Regular Interest I-LT2 and I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, however, that 98.00% the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) and 2.00% of any principal payments that are attributable clause (ii) above to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT2 until the Uncertificated Balance of REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT2 is reduced to zero; and (iv) to the Holders of the Class R Certificates, respectivelyin respect of the Class R-I Interest, any amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-I- LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of the amount remaining after application of clause (a), until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; (bc) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; and (cd) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of the amount remaining after application of clause (a), until the Uncertificated Balance of such remainder; and (d) REMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the Trustee (or the Paying Agent on behalf of the Trustee) shall allocate and distribute the Group I Available Distribution Amount and Group II Available Distribution Amount (in each case, to the extent on deposit in the Certificate Account) for such date to the interests issued in respect of each REMIC as specified in this Section. (1) On each Distribution Date, the Group I Available Distribution Amount shall be deemed distributed in respect of the REMIC I Interests and the REMIC III Interests in the following amounts, in the following order of priority: (i) first, the Group I Available Distribution Amount shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account Interest and distributed to the holders of the Class R-I Certificates, (A) to REMIC III as the case may beholder of the REMIC I Regular Interest I-LT, interest accrued thereon for any prior Distribution Date remaining unpaid, (B) to REMIC III as the h older of the REMIC I Regular Interest I-LT, interest accrued thereon for the current Distribution Date, (C) to REMIC III as the holder of the REMIC I Regular Interest I-LT, any remaining amount as a distribution of principal, until the Uncertificated Principal Balance of REMIC Regular Interest I-LT shall have been reduced to zero and (D) any remaining amount to the holder of the Class R-I Certificate; and (ii) second, the amount received by REMIC III as the holder of the REMIC I Regular Interest I-LT pursuant to (i) above, shall be distributed by REMIC III on account of the REMIC III Regular Interests and the Class R-III Certificates, in the following order of priority: (A) to REMIC IV as the Holder of the REMIC III Regular Interests, pari passu, accrued interest thereon for any prior Distribution Date remaining unpaid; (B) to REMIC IV as the Holder of the REMIC III Regular Interests, pari passu, accrued interest thereon for the current Distribution Date; (C) to REMIC IV as the Holder of the REMIC III Regular Interest LTA, as a distribution of principal, until the Uncertificated Principal Balance of REMIC III Regular Interest LTA is reduced to zero; (D) to REMIC IV as the Holder of the REMIC III Regular Interests LTB, as a distribution of principal, sequentially in the order of their numerical designation, until the Uncertificated Principal Balance of each successive REMIC III Regular Interest LTB is reduced to zero, with REMIC III Regular Interest LTB15-A and REMIC III Regular Interest LTB15-B being treated as having the same numerical designation and with distributions to such Regular Interests pursuant to this clause (D) being allocated between them pro-rata; and (E) any remaining amount to the Holders of the Class R-III Certificates. (2) On each Distribution Date, the Group II Available Distribution Amount shall be deemed distributed in respect of the REMIC II Interests and the Class R-II Certificates, (A) to REMIC IV as the holder of the REMIC II Regular Interest II-LT, interest accrued thereon for any prior Distribution Date remaining unpaid, (B) to REMIC IV as the h older of the REMIC II Regular Interest II-LT, interest accrued thereon for the current Distribution Date, (C) to REMIC IV as the holder of the REMIC II Regular Interest II-LT, any remaining amount as a distribution of principal, until the Uncertificated Principal Balance of REMIC Regular Interest II-LT shall have been reduced to zero and (D) any remaining amount to the holder of the Class R-II Certificate. 109 (3) on each Distribution Date, the amounts received by REMIC IV as the holder of the REMIC II Regular Interest and the REMIC III Regular Interests shall be deemed distributed in respect of the REMIC IV Regular Interest and the Class R-IV Certificates in the following amount and in the following order of priority: (i) to REMIC V as the Holders Holder of REMIC I IV Regular Interests LTA-IO, from the amount received in respect of the REMIC III Regular Interests, in an amount equal to (other than x) their Uncertificated Accrued Interest for such Distribution Date, plus (y) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (ii) to REMIC I V as the Holder of REMIC IV Regular Interest I-LTP)LT1, REMIC IV Regular Interest LT2, REMIC IV Regular Interest LT3 and REMIC IV Regular Interest LT4, from the amount received in respect of the REMIC III Regular Interests, pari passu, in an amount equal to (A) the their Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On ; (iii) to REMIC V as the first Holder of REMIC IV Regular Interest LT5, REMIC IV Regular Interest LT6, REMIC IV Regular Interest LT7 and REMIC IV Regular Interest LT8, from the amount received in respect of the REMIC II Regular Interest, pari passu, in an amount equal to (A) their Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iv) to REMIC V as the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at Holder of the related Pass-Through Rate. Amounts payable as Uncertificated REMIC IV Regular Interest LT2, REMIC IV Regular Interest LT3 and REMIC IV Regular Interest LT4, from any amount remaining of the amount received in respect of the REMIC I III Regular Interests, (A) their respective Principal Distribution Amounts; (B) to the Holders of the REMIC IV Regular Interest I-LT6 shall be LT1 any remainder until the Uncertificated Principal Balance thereof is reduced when to zero; (C) any remainder to the Holders of the REMIC I Overcollateralized Amount is less than the IV Regular Interest LT2, REMIC I Required Overcollateralized AmountIV Regular Interest LT3 and REMIC IV Regular Interest LT4, pro rata according to their respective Uncertificated Principal Balances as reduced by the lesser of distributions deemed made pursuant to (xA) the amount of such difference and (y) the Maximum I-LT6 above, until their respective Uncertificated Interest Deferral AmountPrincipal Balances are reduced to zero; and (iiD) (x) on the first Distribution Date, any remaining amounts to the Holders of the Class R-I Certificates, IV. (v) to REMIC V as the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder Holder of the Available Distribution Amount for such Distribution Date after REMIC IV Regular Interest LT6, REMIC IV Regular Interest LT7 and REMIC IV Regular Interest LT8, from any amount remaining of the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below):amount received in respect of the REMIC II Regular Interest, (aA) their respective Principal Distribution Amounts; (B) to the Holders of the REMIC I IV Regular Interest I-LT1, 98.00% of such remainderLT5 any remainder until the Uncertificated Principal Balance thereof is reduced to zero; (bC) any remainder to the Holders of the REMIC I IV Regular Interest I-LT2LT6, REMIC I IV Regular Interest I-LT3, LT7 and REMIC I IV Regular Interest I-LT4 and REMIC I Regular Interest I-LT5LT8, 1.00% of such remainderpro rata according to their respective Uncertificated Principal Balances as reduced by the distributions deemed made pursuant to (A) above, in the same proportion as principal payments until their respective Uncertificated Principal Balances are allocated reduced to the Corresponding Certificates;zero; and (cD) any remaining amounts to the Holders of the Class R-IV Certificates. (4) Notwithstanding the distributions on the REMIC I Regular Interest I-LT6Interests described in this Section 4.02(b), 1.00% distribution of funds from the Certificate Account shall be made only in accordance with Sections 4.02(c) and (d). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 remainderCertificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the Group I Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xvii)(B) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A-I Certificateholders and the Class M-I Certificateholders, the related Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any related Accrued Certificate Interest remaining unpaid from any prior Distribution Date, in the following order of priority: 1. first, to the Class A-I Certificateholders on a pro rata basis, based upon the amount of Accrued Certificate Interest due thereon; 2. second, to the Class M-I-1 Certificateholders; 3. third, to the Class M-I-2 Certificateholders; 4. fourth, to the Class M-I-3 Certificateholders; and 5. fifth, to the Class M-I-4 Certificateholders; (dii) to the Holders Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the REMIC Group I Regular Interest IAvailable Distribution Amount remaining after the foregoing distributions, the Group I Principal Distribution Amount (other than the amounts described in clauses (b)(iv) and (v) of the definition thereof), which amount shall be allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-LTPI Certificates and Class M-I Certificates has been reduced to zero; (iii) to the Class A-I Certificateholders and the Class M-I Certificateholders, $100 from the Group I Excess Cash Flow, an amount equal to the principal portion of Realized Losses on the Group I Loans during the immediately preceding Due Period, which amount shall be included in the Group I Principal Distribution Date immediately following Amount and allocated in the expiration manner and priority set forth in Section 4.02(e) below until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates and Class M-I Certificates has been reduced to zero; (iv) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the latest Prepayment Charge term as identified Group I Excess Cash Flow remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses on the Mortgage Loan Schedule or any Group II Loans during the immediately preceding Due Period, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date thereafter; providedDate, howeverwhich amount shall be included in the Group II Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(f) below, that 98.00% until the aggregate Certificate Principal Balance of each Class of Class A-II Certificates and 2.00% Class M-II Certificates has been reduced to zero; (v) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount, which amount shall be included in the Group I Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates and Class M-I Certificates has been reduced to zero; (vi) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be included in the Group II Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(f) below, until the aggregate Certificate Principal Balance of each Class of Class A-II Certificates and Class M-II Certificates has been reduced to zero; (vii) to the Class A-I Certificateholders and Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any principal payments related Prepayment Interest Shortfalls with respect to the Group I Loans for that are attributable Distribution Date, to a Overcollateralization Reduction Amount the extent not covered by Compensating Interest on such Distribution Date, which amount shall be allocated to Holders the Class A-I Certificateholders and Class M-I Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto for such Distribution Date; (viii) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the REMIC Group I Regular Excess Cash Flow remaining after the foregoing distributions, the amount of any related Prepayment Interest IShortfalls with respect to the Group II Loans for that Distribution Date, to the extent not covered by Compensating Interest and distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated to the Class A-LT1 II Certificateholders and REMIC the Class M-II Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto for such Distribution Date; (ix) to the Class A-I Regular Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest IShortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon at the related Pass-LT6Through Rates, respectively.which amount shall be allocated to the Class A-I Certificateholders and the Class M-I Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto and remaining unpaid; (x) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon at the related Pass-Through Rates, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated to the Class A-II Certificateholders and the Class M-II Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto and remaining unpaid; (xi) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Group I Net WAC Cap Shortfalls on such Certificates, which amount shall be allocated first, to the Class A-I Certificateholders on a pro rata basis, based on their respective Group I Net WAC Cap Shortfalls, and then sequentially, to the Class M-I-1 Certificateholders, Class M-I-2 Certificateholders, Class M-I-3 Certificateholders and Class M-I-4 Certificateholders, in that order; (xii) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Group II Basis Risk Shortfalls on such Certificates to the extent not covered by distributions of the Group II Excess Cash Flow such Distribution Date, which amount shall be allocated first, to the Class A-II Certificateholders on a pro rata basis, based on their respective Group II Basis Risk Shortfalls, and then sequentially, to the Class M-II-1 Certificateholders, Class M-II-2 Certificateholders, Class M-II-3 Certificateholders and Class M-I-4 Certificateholders, in that order; 113 (xiii) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to such Certificates with respect to the Group I Loans for that Distribution Date, which amount shall be allocated to the Class A-I Certificateholders and the Class M-I Certificateholders on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto for that Distribution Date; (xiv) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to such Cert

Distributions. (a) (1)(A) On each Distribution DateExcept for the Special Distribution, the following amountsCommon Distribution and distributions pursuant to SECTION 8.2 in connection with the dissolution and liquidation of the Partnership, the General Partner shall cause the Partnership to distribute all Net Cash Flow to the Partners from time to time as determined by the General Partner, but in any event not less frequently than quarterly, in such amounts as the General Partner shall determine, and in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) First, to the Holders extent that the amount of REMIC I Regular Interests cash distributed to the General Partner for all prior Quarters pursuant to SECTION 6.2(a)(ii) (other than REMIC I Regular Interest I-LTPthe immediately preceding Quarter) was less than the Preferred Distribution for each of the outstanding Preferred Units for all such Quarters, and such deficiency was not previously distributed pursuant to this subsection (i) or paid as part of a Preferred Unit Redemption Amount (a "Preferred Distribution Shortfall"), Net Cash Flow shall be distributed to the General Partner in an amount equal to such Preferred Distribution Shortfall for all such prior Quarters. (ii) Second, Net Cash Flow shall be distributed to the General Partner on the Partnership Payment Date in an amount equal to the Preferred Distribution for the immediately preceding Quarter for each outstanding Preferred Unit then held by the General Partner. (iii) Third, to the extent the amount of cash distributed to the Partners holding Convertible Preferred Units pursuant to SECTION 6.2(a)(iv) for all prior Quarters (other than the immediately preceding Quarter) was less than the Convertible Preferred Distribution for each of the outstanding Convertible Preferred Units for all such Quarters, and such deficiency was not previously distributed pursuant to this subsection (iii) or paid as part of Convertible Preferred Unit Redemption Amount (a "Convertible Preferred Distribution Shortfall"), Net Cash Flow shall be distributed to the Partners holding Convertible Preferred Units, pro rata in accordance with their respective Convertible Preferred Units, in an amount equal to such Convertible Preferred Distribution Shortfall for all such prior Quarters. (Aiv) the Uncertificated Interest for such Distribution DateFourth, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates Net Cash Flow shall be entitled distributed to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) Partners holding Convertible Preferred Units on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, Partnership Payment Date in an amount equal to the remainder Convertible Preferred Distribution for the immediately preceding Quarter for each outstanding Convertible Preferred Unit then held by the Partners holding Convertible Preferred Units, pro rata in accordance with their respective Convertible Preferred Units. (v) Fifth, to the extent that the amount of cash distributed to Partners pursuant to SECTION 6.2(a)(vi) for all prior Quarters (other than the immediately preceding Quarter) was less than the Series C Preferred Distribution for each of the Available Distribution Amount outstanding Series C Preferred Units for all such Distribution Date after the distributions made Quarters, and such deficiency was not previously distributed pursuant to clauses this subsection (iv) and or paid as part of a Series C Preferred Unit Redemption Amount (ii)(x) abovea "Series C Preferred Distribution Shortfall"), allocated as follows (except as provided below):Net Cash Flow in an amount equal to such Series C Preferred Distribution Shortfall for all such prior quarters shall be distributed to the Partners holding Series C Preferred Units on the Partnership Payment Date for the immediately preceding Quarter, pro rata, in accordance with their respective Series C Preferred Units. (avi) Sixth, Net Cash Flow shall be distributed to the Holders Partners holding Series C Preferred Units in an amount equal to the Series C Preferred Distribution for the immediately preceding Quarter for each outstanding Series C Preferred Unit, pro rata, in accordance with their respective Series C Preferred Units. (vii) Seventh, the balance of any Net Cash Flow to be distributed, if any, shall be distributed to the REMIC I Regular Interest I-LT1Partners holding Common Units on the Partnership Payment Date with respect to the immediately preceding Quarter, 98.00% of such remainder;pro rata in accordance with their respective Common Units. (b) On the date hereof, immediately prior to the Holders Special Distribution, the Partnership shall formally declare a cash distribution of (i) $0.50 per outstanding Common Unit and Series C Preferred Unit and (ii) $0.60 per outstanding Convertible Preferred Unit, in each case to each holder of record of Common Units, Convertible Preferred Units and Series C Preferred Units as of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% close of such remainder, in the same proportion as principal payments are allocated transfer books of the Partnership immediately prior to the Corresponding Certificates;Merger. The payment date with respect to the Special Distribution shall be ________. (c) On the date hereof immediately after consummation of the Merger, the Common Distribution shall be effected by the distribution of each issued and outstanding common unit of Repositioning Strategies, L.P. (each, a "RSLP Common Unit") to each holder of record of Common Units, Convertible Preferred Units and Series C Preferred Units as of the close of the transfer books of the Partnership immediately after the consummation of the Merger such that (i) each Convertible Preferred Unit shall entitle the holder to receive RSLP Common Units equal to 1.196 multiplied by the number of RSLP Common Units being distributed in respect of each Common Unit, and (ii) each Series C Preferred Unit shall entitle the holder to receive that number of RSLP Common Units distributed in respect of each Common Unit. The payment date with respect to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; andCommon Distribution shall be ________. (d) The General Partner shall use its best efforts to cause the Partnership to distribute sufficient amounts to enable the General Partner to pay shareholder dividends that will (i) satisfy the requirements for qualifying as a REIT under the Code and Regulations ("REIT Requirements"), and (ii) avoid any federal income or excise tax liability of the General Partner. (e) With respect to any Limited Partner(s) from whom the General Partner receives an Exercise Notice to exercise Rights in accordance with ARTICLE XI for which the General Partner elects to pay the Cash Purchase Price pursuant to EXHIBIT C, the General Partner shall cause the Partnership to distribute to such Limited Partner(s), with respect to the Holders Common Units for which the Cash Purchase Price is paid, (i) on the Partnership Payment Date, if any, thereafter occurring during the Quarter in which the Cash Purchase Price is paid, an amount equal to a full PRO RATA share of any Net Cash Flow to which such Limited Partner would have been entitled to receive pursuant to SECTION 6.2(a)(vii) had such Limited Partner held such Common Units on the Partnership Payment Date occurring in such Quarter and (ii) on the Partnership Payment Date, if any, occurring during the next succeeding Quarter after such Exercise Notice is received, an amount equal to the Net Cash Flow to which such Limited Partner would have been entitled to receive pursuant to SECTION 6.2(a)(vii) had such Limited Partner held such Common Units on the Partnership Payment Date, multiplied by a fraction, the numerator of which is the number of days in the preceding Quarter (based on three 30-day months) that the Limited Partner held such Common Units and the denominator of which is 90. (f) Notwithstanding any other provision in this Agreement, from time to time and at such times as the General Partner shall determine, and prior to any determination or distribution of Net Cash Flow pursuant to SECTION 6.2(a), there shall be distributed to the General Partner from the revenues, proceeds or other funds of the REMIC I Regular Interest I-LTPPartnership, $100 on the Distribution Date immediately following the expiration an amount equal to any REIT Expenses (other than those described in clause (ii) of the latest Prepayment Charge term as identified definition of REIT Expenses), to the extent not paid or payable by the General Partner from cash distributions which it receives directly from any Property Partnerships on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% account of any principal payments that interest in the Property Partnership which it holds directly (as opposed to through the Partnership). (g) The provisions of SECTION 6.2 of this Agreement are attributable not intended to a Overcollateralization Reduction Amount shall be allocated to Holders of supersede or replace, and are subject to, the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyagreements set forth on EXHIBIT E hereto.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates;; and (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LT9 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LT9 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1LTP, 98.00% on the Distribution Date immediately following the expiration of such remainderthe latest Prepayment Charge term as identified on the Mortgage Loan Schedule and each Distribution Date thereafter until $____ has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, _____% of the amount remaining after application of clause (a), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any remaining amounts to the Holders of the Class R-I Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and LT4, REMIC I Regular Interest I-LT5, 1.00REMIC I Regular Interest I-LT6, REMIC I Regular Interest I-LT7 and REMIC I Regular Interest I-LT8, ____% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the related Corresponding Certificates; (c) Certificate, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero, and any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LT6, 1.00% of such remainder; andCertificates; (d) to the Holders of the REMIC I Regular Interest I-LTPLT9, $100 on the Distribution Date immediately following the expiration _____% of the latest Prepayment Charge term as identified on amount remaining after application of clause (a), until the Mortgage Loan Schedule or Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any Distribution Date thereafterremaining amounts to the Holders of the Class R-I Certificates; provided, however, that 98.00_____% and 2.00____% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-I- LT1 and REMIC I Regular Interest I-LT6LT9, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LT1, REMIC I Regular Interest I-LTPF and REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, howeverthe remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, that 98.00% and 2.00% of any principal payments that are attributable first, to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT1PF; provided, respectivelyhowever, for the first two Distribution Dates, such amounts relating to the Initial Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1 and such amounts relating to the Subsequent Mortgage Loans shall be allocated to REMIC I Regular Interest I-LTPF; and (iv) to the Holders of the Class R Certificates (in respect of the Class R-I Interest), any amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i1) to the Holders of REMIC I Regular Interests (other than Interest I, REMIC I Regular Interest IP and each of REMIC I Regular Interest I-1-LTP)A through I-52-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On . (2) to the first Distribution Dateextent of amounts remaining after the distributions made pursuant to clause (i) above, the Class R-I Certificates payments of principal shall be entitled allocated as follows: first, to interest accrued on its Certificate Principal REMIC I Regular interests I-1-A through I-52-B starting with the lowest numerical denomination until the Uncertificated Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each such REMIC I Regular Interest I-LT6 is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be reduced when the allocated pro rata between such REMIC I Overcollateralized Amount Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is less than the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Required Overcollateralized Amount, by Regular Interest I until the lesser of (x) the amount Uncertificated Balance of such difference and (y) the Maximum I-LT6 Uncertificated REMIC I Regular Interest Deferral Amountis reduced to zero; and (ii3) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular InterestsInterest P, (A) all amounts representing Prepayment Charges in an amount equal to the remainder respect of the Available Distribution Amount for such Distribution Date after Mortgage Loans received during the distributions made pursuant to clauses (i) related Prepayment Period and (ii)(xB) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest I and each of REMIC I Regular Interest II-1-A through II-52-B, howeverpro rata, that 98.00% and 2.00% in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of any amounts remaining after the distributions made pursuant to clause (i) above, payments of principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated as follows: first, to REMIC I Regular interests II-1-A through II-52-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of the REMIC I Regular Interest I-LT1 and LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LT6LTP shall not reduce the Uncertificated Balance thereof. (b) On each Distribution Date, respectively.the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests and distributed to the Holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be:

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTAV1, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAV3A, REMIC I Regular Interest I-LTA3B, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I-LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 I- LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC Regular Interest I-LTAV1, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAV3A, REMIC I Regular Interest I-LTAV3B, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I-LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTM7 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) to Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP, REMIC I Regular Interest I-LT3SUB, REMIC I Regular Interest I-LT3GRP and REMIC I Regular Interest I-LTXX, PRO RATA, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates; (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of Available Distribution Amount Funds for such 105 Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTAV1, REMIC I Regular Interest I-LT3LTAV2, REMIC I Regular Interest I-LT4 LTAV3A, REMIC I Regular Interest I-LTAV3B, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I-LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I- LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LT5LTM7, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and LTP, until $100 has been distributed pursuant to this clause; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, 106 so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I- LTXX. Notwithstanding the priorities and amounts of distribution of funds pursuant to this Section 4.01(a)(1), actual distributions of Available Funds shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (I-LT6) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of each Class of Group I Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; and (ii) concurrently, to the Holders of each Class of Group II Certificates and Group III Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates, to the extent remaining undistributed after the distribution of the Group II Interest Remittance Amount and the Group III Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(II)(i) and 4.01(a)(2)(III)(i)below. (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of each Class of Group II Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; and (ii) concurrently, to the Holders of each Class of Group I Certificates and Group III Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates, to the extent remaining undistributed after the distribution of the Group I Interest Remittance Amount and Group III Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(I)(i) above and 4.01(a)(2)(III)(i) below. 107 (III) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of each Class of Group III Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; and (ii) concurrently, to the Holders of each Class of Group I Certificates and Group III Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates, to the extent remaining undistributed after the distribution of the Group I Interest Remittance Amount and Group II Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(I)(i) and 4.01(a)(2)(II)(i) above. (IV) On each Distribution Date, following the distributions of interest set forth in Sections 4.01(a)(I), (II) and (III), the sum of the Group I Interest Remittance Amount, the Group II Interest Remittance Amount and the Group III Interest Remittance Amount remaining will be distributed sequentially to the Class M-1, Class M-2, Class M-3, Cla▇▇ ▇-▇, ▇▇▇▇▇ M-5, Class M-6 and Class M-7 Certificates, in that order, in an amount equal to the Interest Distribution Amount for each such Class. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below), until the Certificate Principal Balance of each such Class has been reduced to zero; and (ii) concurrently, to the holders of the Group II Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the aggregate Certificate Principal Balance of each such group, after taking into account the distribution of the Group II Principal Distribution Amount and the Group III Principal Distribution Amount already distributed, respectively, as set forth in Sections 4.01(a)(3)(II) and (III) below, until the Certificate Principal Balance of each Class in each such group has been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Group II Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the Certificate 108 Principal Balance of each such Class, until the Certificate Principal Balance of each such Class has been reduced to zero; and (ii) concurrently, to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such group, after taking into account the distribution of the Group I Principal Distribution Amount and the Group III Principal Distribution Amount already distributed, respectively, as set forth in Section 4.01(a)(3)(I) above and 4.01(a)(3)(III) below, until the Certificate Principal Balance of each Class in each such group has been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group III Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group III Certificates (allocated among such Certificates in the priority described below), until the Certificate Principal Balance of such Class has been reduced to zero; and (ii) concurrently, to the holders of the Group I Certificates (allocated among such Certificates in the priority described below) and the Group II Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the aggregate Certificate Principal Balance of each such group, after taking into account the distribution of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount already distributed, respectively, as set forth in Sections 4.01(a)(3)(I) and (II) above, until the Certificate Principal Balance of each Class in each such group has been reduced to zero. (IV) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, distributions in respect of principal to the extent of the sum of the Group I Principal Distribution Amount, the Group II Principal Distribution Amount and the Group III Principal Distribution Amount remaining undistributed for such Distribution Date will be made sequentially to the Class M-1, Class M-2, Class M-3, Cla▇▇ ▇-▇, ▇▇▇▇▇ M-5, Class M-6 and Class M-7 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below), the Class A-I Principal Distribution Amount, until the Certificate Principal Balances thereof have been reduced to zero; and 109 (ii) concurrently, to the Holders of the Group II Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the remaining undistributed Class A-II Principal Distribution Amount and the Class A-III Principal Distribution Amount, after taking into account the distribution of the Group II Principal Distribution Amount and the Group III Principal Distribution Amount, respectively, as set forth in Sections 4.01(a)(3)(VI) and (VII) below, up to an amount equal to the Class A-II Principal Distribution Amount and the Class A-III Principal Distribution Amount, respectively, remaining undistributed, until the Certificate Principal Balance of each Class in each such group has been reduced to zero. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group II Certificates (allocated among such Certificates in the priority described below), the Class A-II Principal Distribution Amount, until the Certificate Principal Balances thereof have been reduced to zero; and (ii) concurrently, to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the remaining undistributed Class A-I Principal Distribution

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests Interest I-LTB, in an amount equal to (other than A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTC and REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, howeverthe remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, that 98.00% and 2.00% of any principal payments that are attributable first, to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and LTA until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, second, to the Holders of REMIC I Regular Interest I-LT6LTC, respectivelyuntil the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and third, to the Holders of REMIC I Regular Interest I-LTB until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; provided, however, for the first two Distribution Dates, such amounts relating to the Initial Mortgage Loans shall be allocated to REMIC I Regular Interest I-LTA and REMIC I Regular Interest ILTB in the order and priority described above and such amounts relating to the Subsequent Mortgage Loans shall be allocated to REMIC I Regular Interest I-LTC; and (iv) to the Holders of the Class R Certificates (in respect of the Class R-I Interest), any amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of the amount remaining after application of clause (a), until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; (bc) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; and (cd) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of the amount remaining after application of clause (a), until the Uncertificated Balance of such remainder; and (d) REMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) first, to the Holders of REMIC I Regular Interests Interest I-LT2, in an amount equal to (other than A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC I Regular Interest I-LT1 and I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, howeverthe remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, that 98.00% and 2.00% of any principal payments that are attributable first, to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 until the principal balance of such REMIC I Regular Interest is reduced to zero and second, to the Holders of REMIC I Regular Interest I-LT6LT2 until the principal balance of such REMIC I Regular Interest is reduced to zero; and (iv) to the Holders of the Class R-I Certificates, respectivelyany amounts remaining after the distributions pursuant to clauses (i) through (iii) above. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof.

Distributions. (a) (1)(AI) On each Distribution Date, the following amounts, in the following order of priority, Trustee shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn withdraw from the Distribution Account that portion of Available Funds for such Distribution Date consisting of the Group I Interest Remittance Amount for such Distribution Date, and distributed make the following disbursements and transfers in the order described below, in each case to the holders extent of the Class R-Group I Certificates, as the case may beInterest Remittance Amount remaining for such Distribution Date: (i) to the Holders of REMIC the Group I Regular Interests Certificates, the Monthly Interest Distributable Amount and the Unpaid Interest Shortfall Amount, if any, allocable to such Certificates for such Distribution Date; and (other than REMIC ii) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Sections 4.01(a)(II)(i) below for such Distribution Date over (y) the amount actually distributed pursuant to such section from the Group II Interest Remittance Amount. (II) On each Distribution Date the Trustee shall withdraw from the Distribution Account that portion of Available Funds for such Distribution Date consisting of the Group II Interest Remittance Amount for such Distribution Date, and make the following disbursements and transfers in the order described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: (i) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Monthly Interest Distributable Amount and the Unpaid Interest Shortfall Amount, if any, allocable to such Certificates for such Distribution Date; and (ii) to the Holders of the Group I Regular Certificates, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(a)(I)(i) above for such Distribution Date over (y) the amount actually distributed pursuant to such section from the Group I Interest IRemittance Amount. (III) On each Distribution Date, following the distributions made pursuant to Sections 4.01(a)(I) and 4.01(a)(II) above, the sum of the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining undistributed for such Distribution Date, will be distributed sequentially to the Class ▇-LTP)▇, ▇▇▇▇▇ ▇-▇, 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, in an amount equal to the Monthly Interest Distributable Amount allocable to each such Class of Certificates. (AI) On each Distribution Date (a) prior to the Uncertificated Interest for such Distribution DateStepdown Date or (b) on which a Trigger Event is in effect, plus (B) any amounts distributions in respect thereof remaining unpaid from previous of principal to the extent of the Group I Principal Distribution Dates. On the first Distribution Date, the Class R-I Certificates Amount shall be entitled made in the following amounts and order: (i) to interest accrued on its the Holders of the Group I Certificates, until the Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be thereof has been reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amountto zero; and (ii) after taking into account the amount distributed to the Holders of the Group II Certificates pursuant to Section 4.01(b)(II)(i) below on such Distribution Date, to the Holders of each Class of Group II Certificates (xallocated among the Group II Certificates as described below), until the Certificate Principal Balances thereof have been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, distributions in respect of principal to the first extent of the Group II Principal Distribution Amount shall be made in the following amounts and order: (i) to the Holders of the Group II Certificates (allocated among the Group II Certificates as described below), until the Certificate Principal Balances thereof have been reduced to zero; and (ii) after taking into account the amount distributed to the Holders of the Group I Certificates pursuant to Section 4.01(b)(I)(i) above on such Distribution Date, to the Holders of the Class R-Group I Certificates, until the Certificate Principal Balance thereof has been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, distributions in respect of principal to the extent of the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be made 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, in each case, until the Certificate Principal Balance of each such Class has been reduced to zero. (I) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, distributions in respect of principal to the extent of the Group I Principal Distribution Amount shall be made in the following amounts and order: (i) to the Holders of the Group I Certificates, the Group I Senior Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) to the Holders of each Class of Group II Certificates (allocated among the Group II Certificates as described below), an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(c)(II)(i) below for such Distribution Date over (y) the amount actually distributed pursuant to such section from the Group II Principal Distribution Amount on such Distribution Date. (II) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, distributions in respect of principal to the extent of the Group II Principal Distribution Amount shall be made in the following amounts and order: (i) to the Holders of the Group II Certificates (allocated among the Group II Certificates as described below), the Group II Senior Principal Distribution Amount until the Certificate Principal Balances thereof have been reduced to zero; and (ii) to the Holders of the Group I Certificates, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(c)(I)(i) above for such Distribution Date over (y) the amount actually distributed pursuant to such section from the Group I Principal Distribution Amount on such Distribution Date. (III) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, distributions in respect of principal to the extent of the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be made in the following amounts and order: (i) to the Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (iv) to the Holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (v) to the Holders of the Class M-5 Certificates, the Class M-5 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (vi) to the Holders of the Class M-6 Certificates, the Class M-6 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (vii) to the Holders of the Class M-7 Certificates, the Class M-7 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; (viii) to the Holders of the Class M-8 Certificates, the Class M-8 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero; and (ix) to the Holders of the Class M-9 Certificates, the Class M-9 Principal Distribution Amount until the Certificate Principal Balance thereof has been reduced to zero. With respect to the Group II Certificates, all principal distributions will be distributed sequentially to the Class II-A-1, Class II-A-2, Class II-A-3 and Class II-A-4 Certificates, in that order, until the Certificate Principal Balance of each such Class of Certificates has been reduced to zero; provided, however, on any Distribution Date on which the aggregate Certificate Principal Balance of the Subordinate Certificates has been reduced to zero, all principal distributions will be distributed concurrently to each Class of the Group II Certificates pro rata based on the Certificate Principal Balance of each such Class. (d) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed as follows: (i) to the Holders of REMIC I Regular Intereststhe Class or Classes of Certificates then entitled to receive distributions in respect of principal, in an amount equal to the remainder any Extra Principal Distribution Amount, distributable to such Holders as part of the Available Group I Principal Distribution Amount and/or the Group II Principal Distribution Amount as described under Section 4.01(b) and Section 4.01(c) above; (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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, in each case, first up to the Unpaid Interest Shortfall Amount for each such Class and second up to the Allocated Realized Loss Amount for each such Class; (iii) to the Net WAC Rate Carryover Reserve Account, the amount of any Net WAC Rate Carryover Amounts on the Class A and Mezzanine Certificates for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below):Date; (aiv) to the Swap Provider, any Swap Termination Payments resulting from a Swap Provider Trigger Event; (v) to the Holders of the REMIC I Regular Class C Certificates, (a) the Monthly Interest I-LT1Distributable Amount and any remaining Overcollateralization Release Amount for such Distribution Date and (b) on any Distribution Date on which the Certificate Principal Balances of the Class A Certificates and the Mezzanine Certificates have been reduced to zero, 98.00% any remaining amounts in reduction of such remainderthe Certificate Principal Balance of the Class C Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (bvi) if such Distribution Date follows the Prepayment Period during which occurs the latest date on which a Prepayment Charge may be required to be paid in respect of any Mortgage Loans, to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainderClass P Certificates, in reduction of the same proportion as principal payments are allocated Certificate Principal Balance thereof, until the Certificate Principal Balance thereof is reduced to the Corresponding Certificates;zero; and (cvii) any remaining amounts to the Holders of the REMIC I Regular Interest I-LT6Residual Certificates (in respect of the appropriate Class R Interest). On each Distribution Date, 1.00% all amounts representing Prepayment Charges in respect of such remainder; and (d) the Mortgage Loans received during the related Prepayment Period and any Servicer Prepayment Charge Amounts paid by the Servicer during the related Prepayment Period will be withdrawn from the Distribution Account and distributed by the Trustee to the Holders of the REMIC I Regular Interest I-LTP, $100 on Class P Certificates and shall not be available for distribution to the Distribution Date immediately following the expiration Holders of any other Class of Certificates. The payment of the latest Prepayment Charge term as identified on foregoing amounts to the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyClass P Certificates shall not reduce the Certificate Principal Balances thereof.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LT7 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LT7 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1LTP, 98.00% on the Distribution Date immediately following the expiration of such remainderthe latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, ____% of the amount remaining after application of clause (a), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any remaining amount to the Holders of the Class R-I Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LT4, REMIC I Regular Interest I-LT5 and REMIC I Regular Interest I-LT5LT6, 1.00____% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the related Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and any remaining amount to the Holders of the REMIC Class R-I Regular Interest I-LT6, 1.00% of such remainderCertificates; and (d) to the Holders of the REMIC I Regular Interest I-LTPLT7, $100 on the Distribution Date immediately following the expiration ____% of the latest Prepayment Charge term as identified on amount remaining after application of clause (a), until the Mortgage Loan Schedule or Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any Distribution Date thereafterremaining amount to the Holders of the Class R-I Certificates; provided, however, that 98.00_____% and 2.00_____% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT7, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LT9 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 I- LT9 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1LTP, 98.00% on the Distribution Date immediately following the expiration of such remainderthe latest Prepayment Charge term as identified on the Mortgage Loan Schedule and each Distribution Date thereafter until $____ has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT1, _____% of the amount remaining after application of clause (a), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any remaining amounts to the Holders of the Class R-I Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and LT4, REMIC I Regular Interest I-LT5, 1.00REMIC I Regular Interest I-LT6, REMIC I Regular Interest I-LT7 and REMIC I Regular Interest I-LT8, ____% of such remainderthe amount remaining after application of clause (a), in the same proportion as principal payments are allocated to the related Corresponding Certificates; (c) Certificate, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero, and any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LT6, 1.00% of such remainder; andCertificates; (d) to the Holders of the REMIC I Regular Interest I-LTPLT9, $100 on the Distribution Date immediately following the expiration _____% of the latest Prepayment Charge term as identified on amount remaining after application of clause (a), until the Mortgage Loan Schedule or Uncertificated Balance of such REMIC I Regular Interest is reduced to zero and any Distribution Date thereafterremaining amounts to the Holders of the Class R-I Certificates; provided, however, that 98.00_____% and 2.00____% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT9, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by [REMIC I to REMIC II II] on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates[____] Certificates (in respect of the Class [____] Interest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interests (other than Interest [___], and each of REMIC I Regular Interest I-LTP)[___] through [___], pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders extent of amounts remaining after the Class R-I Certificates, the Certificate Principal Balance thereof and distributions made pursuant to clause (yi) on each Distribution Dateabove, to the Holders of REMIC I Regular Interest [___], an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest [___] is reduced to [___]; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests [___] through [___] starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to [___], provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest [___] and each of REMIC I Regular Interest [___] through [___], pro rata, in an amount equal to the remainder of the Available Distribution Amount (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clauses clause (i) above, to the Holders of REMIC I Regular Interest [___], an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest [___] is reduced to [___]; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii)(xii) above, payments of principal shall be allocated as follows (except as provided below): (a) to REMIC I Regular interests [___] through [___] starting with the Holders lowest numerical denomination until the Uncertificated Balance of the each such REMIC I Regular Interest I-LT1is reduced to [___], 98.00% of such remainder; (b) to the Holders of the provided that, for REMIC I Regular Interest I-LT2Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyInterests.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3 REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LTM11 in the same proportion as the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) [reserved]; (xiii) on the first Distribution Date, to the Holders (A) 98.00% of the Class R-I Certificates, the Certificate Principal Balance thereof and such remainder (yother than amounts payable under clause (C) on each Distribution Date, below) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (afollows:(A) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LTAA and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LTP, respectively.until $100 has been distributed pursuant to this clause;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) (a) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, LTM7 in the same proportion as principal payments are the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates; (c) to Certificates and the Holders Uncertificated Balance of the REMIC I Regular Interest I-LT6, 1.00% of LTZZ shall be increased by such remainderamount; and (db) to the Holders of the REMIC I Regular Interest I-LTPLT1SUB, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I- LT2GRP, REMIC I Regular Interest I-LT3SUB, REMIC I Regular Interest I-LT3GRP and REMIC I Regular Interest I-LT6LTXX, respectively.pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i1) to the Holders of REMIC I Regular Interests (other than Interest I, and each of REMIC I Regular Interest II-1-LTP)A through I-52-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On . (2) to the first Distribution Dateextent of amounts remaining after the distributions made pursuant to clause (i) above, the Class R-I Certificates payments of principal shall be entitled allocated as follows: first, to interest accrued on its Certificate Principal REMIC I Regular interests I-1-A through I-52-B starting with the lowest numerical denomination until the Uncertificated Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each such REMIC I Regular Interest I-LT6 is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be reduced when the allocated pro rata between such REMIC I Overcollateralized Amount Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is less than the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Required Overcollateralized Amount, by Regular Interest I until the lesser of (x) the amount Uncertificated Balance of such difference and (y) the Maximum I-LT6 Uncertificated REMIC I Regular Interest Deferral Amountis reduced to zero; and (ii3) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, Interest (A) all amounts representing Prepayment Charges in an amount equal to the remainder respect of the Available Distribution Amount for such Distribution Date after Mortgage Loans received during the distributions made pursuant to clauses (i) related Prepayment Period and (ii)(xB) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable thereafter until $100 has been distributed pursuant to a Overcollateralization Reduction Amount shall be allocated this clause. With respect to the Group II Mortgage Loans: (1) to Holders of the REMIC I Regular Interest I-LT1 I and each of REMIC I Regular Interest III-1-LT6A through II-52-B, respectivelypro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest I. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I shall not reduce the Uncertificated Balance thereof. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC II Regular Interests and distributed to the Holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be:

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-46-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-46-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-46-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest II, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests II-1-A through II-46-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (b) to the Holders of REMIC I Regular Interest P, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) first to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest I-LTP)IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest AA, REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10, REMIC II Regular Interest M-11 and REMIC II Regular Interest ZZ, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 ZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest ZZ shall be increased by such amount; (ii) to Holders of REMIC II Regular Interest I-SUB, REMIC II Regular Interest I-GRP, REMIC II Regular Interest II-SUB, REMIC II Regular Interest II-GRP, and REMIC II Regular Interest XX, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC II Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11, 1% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest ZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of REMIC II Regular Interest P, 100% of the amounts deemed distributed on REMIC I Regular Interest I-LT6, 1.00% of such remainderP; andthen (dD) any remaining amount to the Holders of the REMIC I Regular Interest I-LTPClass R Certificate, $100 on the Distribution Date immediately following the expiration in respect of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterClass R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest I-LT1 AA and REMIC I II Regular Interest I-LT6ZZ, respectively. (iv) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the REMIC II Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC II Regular Interests first, so as to keep the Uncertificated Balance of each REMIC II Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group; second, to each REMIC II Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group over (y) the current Certificate Principal Balance of the Class A Certificate in the related loan group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC II Regular Interests such that the REMIC II Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC II Regular Interest XX. (v) Notwithstanding the distributions described in Section 5.01(c)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through (7). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in February 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; second, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and third, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(3) below on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in February 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; second, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and third, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(c)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, to the extent of the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in February 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and third, sequentially, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(c)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in February 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, sequentially, to the Holders of the Class A-2A Class A-2B, Class A-2C and Class A-2D Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and third, to the Holders of the Class A-1 Certificates after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(c)(5)(i) above, until the Certificate Principal Balance of such Class has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(c)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in February 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates, the Class A-1 Principal Distribution Amount, until

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates;; and (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) (a) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, LTM11 in the same proportion as principal payments are the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates; (c) to Certificates and the Holders Uncertificated Balance of the REMIC I Regular Interest I-LT6, 1.00% of LTZZ shall be increased by such remainderamount; and (db) to the Holders of the REMIC I Regular Interest I-LTPLT1SUB, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP and REMIC I Regular Interest I-LT6LTXX, respectively.pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates;

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Available Distribution Amount, if any, for such date to the interests issued in respect of REMIC I and REMIC II as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Available Distribution Amount, to the Holders of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount, and such amount will be payable to the Holders of REMIC I Regular Interests A-1, A-2, A-3, M-1, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, M-▇ ▇▇▇ ▇-▇ ▇▇ ▇▇▇ ▇▇▇▇ proportion as the Overcollateralization Increase Amount is allocated to the corresponding Class of Certificates, and the Uncertificated Principal Balance of the REMIC I Regular Interest ZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I Regular Interest I-LT1AA, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to zero; (bB) to the Holders of REMIC I Regular Interests A-1, A-2, A-3, M-1, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, M-▇ ▇▇▇ ▇-▇, ▇.▇▇% ▇▇ ▇▇ch remainder in the same proportion as amounts are distributed in respect of principal on the corresponding Class of Certificates; (C) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6ZZ, 1.00% of such remainder; and and (dD) any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 AA and REMIC I Regular Interest I-LT6ZZ, respectively; (2) Notwithstanding the distributions described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(d)), to the extent of the Available Distribution Amount on deposit in the Certificate Account with respect to clauses (i) through (xi), and to the extent of the sum of the remaining Available Distribution Amount and the Yield Maintenance Payments on deposit in the Certificate Account with respect to clauses (xii) through (xxi) (and, with respect to clause (xxi)(B) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A Certificateholders, the Class A Interest Distribution Amount, with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Interest Distribution Amount; (iii) to the Class M-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2 Interest Distribution Amount; (iv) to the Class M-3 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3 Interest Distribution Amount; (v) to the Class M-4 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-4 Interest Distribution Amount; (vi) to the Class M-5 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-5 Interest Distribution Amount; (vii) to the Class M-6 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-6 Interest Distribution Amount; (viii) to the Class M-7 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-7 Interest Distribution Amount; (ix) to the Class M-8 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-8 Interest Distribution Amount; (x) to the Class M-9 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-9 Interest Distribution Amount; (xi) to the Class B-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B-1 Interest Distribution Amount; (xii) to the Class A, Class M and Class B-1 Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Principal Distribution Amount (other than the amounts set forth in clauses (b)(iv), (b)(v), and (b)(vi) of the definition thereof), in the order of priority described in Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B-1 Certificates have been reduced to zero; (xiii) to the Class A, Class M and Class B-1 Certificateholders, from the amount, if any, of Excess Cash Flow, an amount equal to the principal portion of Realized Losses previously allocated to reduce the Certificate Principal Balance of any Class of the Class A, Class M and Class B-1 Certificates and remaining unreimbursed, but only to the extent of Subsequent Recoveries for that Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B-1 Certificates have been reduced to zero; (xiv) to the Class A, Class M and Class B-1 Certificateholders, from the amount, if any, of Excess Cash Flow remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses on the Mortgage Loans during the immediately preceding Prepayment Period, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B-1 Certificates have been reduced to zero; (xv) to the Class A, Class M and Class B-1 Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B-1 Certificates have been reduced to zero; (xvi) to the Class A, Class M and Class B-1 Certificateholders from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto for such Distribution Date, on a pro rata basis based on Prepayment Interest Shortfalls previously allocated thereto that remain unreimbursed, to the extent not covered by Eligible Master Servicing Compensation on such Distribution Date; (xvii) to the Class A, Class M and Class B-1 Certificateholders from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls previously allocated thereto on any prior Distribution Date that remain unreimbursed, together with interest thereon at the applicable Pass-Through Rate, on a pro rata basis based on Prepayment Interest Shortfalls previously allocated thereto that remain unreimbursed; (xviii) from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, to pay the Class A Certificates, on a pro rata basis, based on the amount of Class A Basis Risk Shortfall Carry-Forward Amount previously allocated thereto that remain unreimbursed, the amount of any Class A Basis Risk Shortfall Carry-Forward Amounts remaining unpaid as of such Distribution Date, then to the Class M Certificates, in their order of payment priority, the amount of any Class M Basis Risk Shortfall Carry-Forward Amounts remaining unpaid as of such Distribution Date and then to the Class B-1 Certificates the amount of any Class B-1 Basis Risk Shortfall Carry-Forward Amounts remaining unpaid as of such Distribution Date; (xix) to the Class A, Class M and Class B-1 Certificates on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto on such Distribution Date, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to those Certificates with respect to such Distribution Date; (xx) to the Class A, Class M and Class B-1 Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, which amount shall be allocated first, to the Class A Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated thereto that remain unreimbursed, then to the Class M Certificates, in their order of payment priority and then to the Class B-1 Certificates; (xxi) to the Class SB Certificates, (A) from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the sum of (I) Accrued Certificate Interest thereon, (II) the amount of any Overcollateralization Reduction Amount for such Distribution Date and (III) for any Distribution Date after the Certificate Principal Balance of each Class of Class A Certificates and Class M Certificates and the Class B-1 Certificates has been reduced to zero, the Overcollateralization Amount, and (B) from prepayment charges on deposit in the Certificate Account, any prepayment charges received on the Mortgage Loans during the related Prepayment Period; and (xxii) to the Class R-II Certificateholders, the balance, if any, of the Excess Cash Flow. (d) On each Distribution Date, the Principal Distribution Amount will be paid as follows: (i) the Class A Principal Distribution Amount shall be distributed, sequentially, to the Class A-1, Class A-2 and Class A-3 Certificates, in that order, in each case until the Certificate Principal Balances thereof have been reduced to zero; (ii) the Class M-1 Principal Distribution Amount shall be distributed to the Class M-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (iii) the Class M-2 Principal Distribution Amount shall be distributed to the Class M-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (iv) the Class M-3 Principal Distribution Amount shall be distributed to the Class M-3 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (v) the Class M-4 Principal Distribution Amount shall be distributed to the Class M-4 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (vi) the Class M-5 Principal Distribution Amount shall be distributed to the Class M-5 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (vii) the Class M-6 Principal Distribution Amount shall be distributed to the Class M-6 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (viii) the Class M-7 Principal Distribution Amount shall be distributed to the Class M-7 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ix) the Class M-8 Principal Distribution Amount shall be distributed to the Class M-8 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (x) the Class M-9 Principal Distribution Amount shall be distributed to the Class M-9 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (xi) the Class B-1 Principal Distribution Amount shall be distributed to the Class B-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero. (e) Notwithstanding the foregoing clauses (c) and (d), upon the reduction of the Certificate Principal Balance of a Class of Class A or Class M Certificates or the Class B-1 Certificates to zero, such Class of Certificates will not be entitled to further distributions pursuant to Section 4.02 (other than in respect of Subsequent Recoveries). (f) Notwithstanding the foregoing, on any Distribution Date, the amounts allocated from Excess Cash Flow pursuant to clauses (c)(xiii) through (c)(xv) of this Section 4.02 on such Distribution Date shall be paid first from the Available Distribution Amount for such Distribution Date and second from any Yield Maintenance Payment for such Distribution Date. (g) Any Prepayment Interest Shortfalls on the Mortgage Loans which are not covered by Eligible Master Servicing Compensation as described in Section 3.16 and Relief Act Shortfalls on the Mortgage Loans will be allocated among the Class A, Class M and Class B-1 Certificates pro rata in accordance with the amount of Accrued Certificate Interest payable on such Distribution Date absent such shortfalls. Any such uncovered Prepayment Interest Shortfalls will be paid solely pursuant to Section 4.02(c)(xvi) and (xvii) to the extent funds are available therefor. Any such Relief Act Shortfalls will be paid solely pursuant to Section 4.02(c)(xvix) to the extent funds are available therefor. (h) In addition to the foregoing distributions, with respect to any Subsequent Recoveries, the Master Servicer shall deposit such funds into the Custodial Account pursuant to Section 3.07(b)(iii). (i) Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, as Holder thereof, and the Depository shall be responsible for crediting 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 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. None of the Trustee, the Certificate Registrar, the Depositor or the Master Servicer shall have any respons

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesII Interest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LT1, REMIC I Regular Interest I-LTP)LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4, REMIC I Regular Interest I-LT5, REMIC I Regular Interest I-LT6 and REMIC I Regular Interest I-LT7, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest I-LT6 LT7 shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest I-LT7 Maximum Interest Deferral Amount , and such amount will be payable to the Holders of REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4, REMIC I Regular Interest I-LT5 and REMIC I Regular Interest I-LT6 Uncertificated Interest Deferral Amountin the same proportion as the Overcollateralization Increase Amount is allocated to the Class A-1 Certificates, Class A-2 Certificates, Class M-1 Certificates, Class M-2 Certificates and Class B Certificates, respectively; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date proceeds relating to the REMIC I Regular Interests after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (ai) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainderremainder until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (bii) to the Holders of the REMIC I Regular Interest Interests I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest LT4, I-LT5LT5 ▇▇▇ I-LT6, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Class A-1, Class A-2, Class M-1, Class M-2 and Class B Certificates, respectively; (ciii) to the Holders of the REMIC I Regular Interest I-LT6LT7, 1.00% of such remainder; and (div) any remaining amounts to the Holders of the REMIC I Regular Interest IClass R-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterII Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT7, respectively. Notwithstanding the distributions on the REMIC I Regular Interests described in this Section 4.01(a)(1), distribution of funds from the Certificate Account shall be made only in accordance with the remaining sections of Section 4.01. (2) On each Distribution Date, the Trust Administrator shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Interest Remittance Amount (or, in the case of clause (i) and clause (ii), to the extent of the applicable specified portion of the Interest Remittance Amount) remaining for such Distribution Date: (i) the portion of the Interest Remittance Amount attributable to the Group I Mortgage Loans will be distributed: FIRST, to pay the Class A-1 Certificates the Senior Interest Distribution Amount for the Class A-1 Certificates; and SECOND, to pay the Class A-2 Certificates the Senior Interest Distribution Amount for the Class A-2 Certificates, in each case to the extent not paid pursuant to clause (ii) below; (ii) the portion of the Interest Remittance Amount attributable to the Group II Mortgage Loans will be distributed: FIRST, to pay the Class A-2 Certificates the Senior Interest Distribution Amount for the Class A-2 Certificates; and SECOND, to pay the Class A-1 Certificates the Senior Interest Distribution Amount for the Class A-1 Certificates, in each case to the extent not paid pursuant to clause (i) above; and (iii) the portion of the Interest Remittance Amount remaining undistributed following the distributions pursuant to clauses (i) and (ii) above will be distributed: FIRST, to the Holders of the Class M-1 Certificates, the related Interest Distribution Amount for such Class for such Distribution Date; SECOND, to the Holders of the Class M-2 Certificates, the related Interest Distribution Amount for such Class for such Distribution Date; and THIRD, to the Holders of the Class B Certificates, the related Interest Distribution Amount for such Class for such Distribution Date. (3) On each Distribution Date, the Trust Administrator shall withdraw from the Distribution Account an amount equal to the Group I Basic Principal Distribution Amount and the Group II Basic Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Basic Principal Distribution Amount shall be distributed in the following order of priority; FIRST, to the Holders of the Class A-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and SECOND, to the Holders of the Class A-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero (after taking into account distributions of the Group II Basic Principal Distribution Amount set forth in (ii) below). (ii) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Basic Principal Distribution Amount shall be distributed in the following order of priority; FIRST, to the Holders of the Class A-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and SECOND, to the Holders of the Class A-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero (after taking into account distributions of the Group I Basic Principal Distribution Amount set forth in (i) above). (iii) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, any remaining Group I Basic Principal Distribution Amount and Group II Basic Principal Distribution Amount shall be distributed in the following order of priority; FIRST, to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; SECOND, to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and THIRD, to the Holders of the Class B Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (iv) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Basic Principal Distribution Amount shall be distributed in the following order of priority;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) (a) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC Regular Interest I- LTM4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, LTM5 in the same proportion as principal payments are the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 99 on the first Distribution Date, and $1 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterSchedule; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTAIA, REMIC I Regular Interest I-LTA1B, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTB1, REMIC I Regular Interest I-LTB2, REMIC I Regular Interest I-LTB3, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1A, REMIC I Regular Interest I-LTA1B, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTB1, REMIC I Regular Interest I-LTB2, REMIC I Regular Interest I-LTB3, in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) to Holders of REMIC I Regular Interest I-LT1A, REMIC I Regular Interest I-LT1B, REMIC I Regular Interest I-LT2A, REMIC I Regular Interest I-LT2B and REMIC I Regular Interest I-LTXX, pro rata, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates; (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00until the Uncertificated Balance of such Uncertificated REMIC I Regular Interest is reduced to zero; (B) 2.00% of such remainder; (b) remainder first to the Holders of the REMIC I Regular Interest I-LT2LTA1A, REMIC I Regular Interest I-LT3LTA1B, REMIC I Regular Interest I-LT4 LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LT5LTB1, 1.00% of such remainderREMIC I Regular Interest I-LTB2, REMIC I Regular Interest I-LTB3, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% until the Uncertificated Balance of such remainder; andREMIC I Regular Interest is reduced to zero; (dC) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (D) any remaining amount to the Holders of the Class R-I Interest, in respect of the Class R-I Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "B" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "A," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I-LTXX. (v) Notwithstanding the distributions described in Section 5.01(a)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(2) through (7) and Section 5.01(b). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: FIRST, to the Certificate Insurer, the Premium Amount; SECOND, concurrently, to the Holders of the Class A-1A Certificates and the Class A-1B Certificates, the Senior Interest Distribution Amount allocable to each such Class on a PRO RATA basis, based on the entitlement of each such Class; THIRD, to the Holders of the Class A-2 Certificates, the Interest Distribution Amount allocable to Class A-2 Certificates, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in clause first of Section 5.01(a)(3) below; FOURTH, to the Certificate Insurer, any Reimbursement Amount; and FIFTH, to the Holders of the Class A-2 Certificates, the Interest Carry Forward Amount allocable to the Class A-2 Certificates, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in clause FIRST of Section 5.01(a)(3) below. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: FIRST, to the Holders of the Class A-2 Certificates, the Senior Interest Distribution Amount allocable to the Class A-2 Certificates; SECOND, concurrently, to the Holders of the Class A-1A Certificates and Class A-B Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a PRO RATA basis, based on the entitlement of each such Class, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in clause SECOND of Section 5.01(a)(2) above; and THIRD, to the Certificate Insurer, the Premium Amount and, thereafter any Reimbursement Amounts, in each case to the extent remaining unpaid after distribution of the Group I Interest Remittance Amount as set forth in clause FIRST of Section 5.01(a)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: FIRST, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5 and Class M-6 Certificates, in that order, the Interest Distribution Amount allocable to each such Class; and SECOND, sequentially, to the Holders of the Class B-1, Class B-2 and Class B-3 Certificates, in that order, the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: FIRST, concurrently, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a PRO RATA basis, based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balance of each such Class has been reduced to zero; SECOND, to the Certificate Insurer, the amount of all Reimbursement Amounts not repaid from interest collections pursuant to Sections 5.01(a)(2) and (a)(3) above; and THIRD, to the Holders of the Class A-2 Certificates, after taking into account the distribution of the Group II Principal Distribution Amount pursuant to clause FIRST of Section 5.01(a)(5)(ii) below on a sequential basis, in that order, until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: FIRST, to the Holders of the Class A-2 Certificates, until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero; SECOND, concurrently, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a PRO RATA basis, based on the Certificate Principal Balance of each such Class, after taking into account the distribution of the Group I Principal Distribution Amount pursuant to clause FIRST of Section 5.01(a)(5)(i) above, until the Certificate Principal Balance of each such Class has been reduced to zero; and THIRD, to the Certificate Insurer, the remaining amount of all Reimbursement Amounts, not repaid from interest collections pursuant to Sections 5.01(a)(2) and (a)(3) and principal collections pursuant to Section 5.01(a)(5)(i). (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(a)(5)(i) and (ii) above shall be distributed in the following order of priority: FIRST, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5 and Class M-6 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and SECOND, sequentially, to the Holders of the Class B-1, Class B-2 and Class B-3 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: FIRST, concurrently, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a PRO RATA basis, based on the Certificate Principal Balance of each such Class, the Class A-1 Principal Distribution Amount until the Certificate Principal Balance of each such Class has been reduced to zero; SECOND, to the Certificate Insurer, the amount of all Reimbursement Amounts not repaid from interest collections pursuant to Sections 5.01(a)(2) and (a)(3) above; and THIRD, to the Holders of the Class A-2 Certificates, after taking into account the distribution of the Group II Principal Distribution Amount, pursuant to clause FIRST of Section 5.01(a)(6)(ii) below up to the amount, if any, of the Class A-2 Principal Distribution Amount remaining unpaid on such Distribution Date, until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: FIRST, to the Holders of the Class A-2 Certificates, the Class A-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero; SECOND, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a PRO RATA basis, based on the Certificate Principal Balance of each such Class, after taking into account the distribution of the Group I Principal Distribution Amount, pursuant to clause FIRST of Section 5.01(a)(6)(i) above, up the amount, if any, of the Class A-1 Principal Distribution Amount remaining unpaid on such Distribution Date until the Certificate Principal Balance of each such Class has been reduced to zero; and THIRD, to the Certificate Insurer, the remaining amount of all Reimbursement Amounts not repaid from interest collections pursuant to Sections 5.01(a)(2) and (a)(3) and principal collections pursuant to Section 5.01(a)(6)(i). (iii) The Principal Distribution Amount remaining after distributions pursuant to Section 5.01(a)(6)(i) and (ii) above shall be distributed in the following order of priority: FIRST, to the Holders of the Class M-1 Certificates, the lesser of (x) the remaining Principal Distribution Amount and (y) the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance of such Class has been reduced to zero; SECOND, to the Holders of the Class M-2 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the amount distributed to the Holders of the Class M-1 Certificates pursuant to clause FIRST of this Section 5.01(a)(6)(iii), and (y) the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance of such Class has been reduced to zero; THIRD, to the Holders of the Class M-3 Certificates, the lesser of (x) the excess of (i) the remaining Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class M-1 Certificates pursuant to clause FIRST of this Section 5.01(a)(6)(iii) and to the Holders of the Class M-2 Certificates pursuant to clause SECOND of this Section 5.01(a)(6)(iii), and (y) the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance of such Class has been reduced to zero; FOURTH, to the Holders of the Class M-4 Certificates, the lesser of (x) the excess of (i) the remaining Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class M-1 Certificates pursuant to clause FIRST of this Section 5.01(a)(6)(iii), to the Holders of the Class M-2 Certificates pursuant to clause SECOND of this Section 5.01 (a)(6)(iii) and to the Holders of the Class M-3 Certificates pursuant to clause THIRD of this Section 5.01(a)(6)(iii) and (y) the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance of

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Group I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (i) to Holders of REMIC I Regular Interest I, REMIC I Regular Interest I-1-A through I-60-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (1) above, payments of principal shall be allocated as follows: (A) first, to REMIC I Regular Interest I and then to REMIC I Regular Interests I-1-A through I-60-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests and (B) second, to the extent of any Overcollateralization Reduction Amounts, first to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, then, to REMIC I Regular Interests I-1-A through I-60-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such Overcollateralization Reduction Amounts shall be allocated pro rata between such REMIC I Regular Interests. (iii) to the Holders of REMIC I Regular Interest I-LTP, (A) all amounts representing Prepayment Charges (other than any Originator Prepayment Charge Payment Amount) in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTIO, in an amount equal to (a) Uncertificated Accrued Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. (ii) to Holders of REMIC II Regular Interest II-LTAA, REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTM11, REMIC II Regular Interest II-LTZZ and REMIC II Regular Interest II-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced and deferred when the REMIC I II Overcollateralized Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amount will be payable to the Holders of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10 and REMIC II Regular Interest II-LTM11 in the same proportion as the Overcollateralization Deficiency Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest II-LTZZ shall be increased by such amount; and (iiiii) (x) on the first Distribution Date, to the Holders of the Class RREMIC II Regular Interest II-I CertificatesLTP, the Certificate Principal Balance thereof and (yA) on each Distribution Date, 100% of the amount paid in respect of Prepayment Charges (other than any Originator Prepayment Charge Payment Amount) and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (iv) to the Holders of the REMIC I II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses (i), (ii) and (ii)(xiii) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest III-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first to the Holders of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10 and REMIC II Regular Interest II-LTM11, equal to 1.00% of and in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second, to the Holders of REMIC II Regular Interest II-LTZZ, 1.00%, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; and (c) any remaining amount to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and Class R Certificates (d) to the Holders in respect of the REMIC I Regular Interest IClass R-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterII Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Release Amount shall be allocated to Holders of the (i) REMIC I II Regular Interest III-LT1 LTAA and REMIC I II Regular Interest III-LT6LTZZ, respectively; once the Uncertificated Principal Balances of REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2, REMIC II Regular Interest II-LTA3, REMIC II Regular Interest II-LTA4, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, and REMIC II Regular Interest II-LTM11 have been reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges (other than any Originator Prepayment Charge Payment Amount) in respect of the Mortgage Loans during the related Prepayment Period will be distributed by REMIC II to the Holders of REMIC II Regular Interest II-LTP. The payment of the foregoing amounts to the Holders of REMIC II Regular Interest II-LTP shall not reduce the Uncertificated Balance thereof. (c) On each Distribution Date, the Trust Administrator shall withdraw from the Distribution Account that portion of Available Funds for such Distribution Date consisting of the Interest Remittance Amount for such Distribution Date, and make the following distributions in the order of priority described below, in each case to the extent of the Interest Remittance Amount remaining for such Distribution Date: (i) concurrently, to the Holders of the Class A Certificates, on a pro rata basis based on the entitlement of each such Class, the Monthly Interest Distributable Amount and the Unpaid Interest Shortfall Amount, if any, for such Certificates for such Distribution Date; and (ii) sequentially, to the Holders of 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, the Class M-7 Certificates, the Class M-8 Certificates, the Class M-9 Certificates, the Class M-10 Certificates and the Class M-11 Certificates, in that order, the Monthly Interest Distributable Amount allocable to each such Class of Certificates. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, distributions in respect of principal to the extent of the Principal Distribution Amount shall be made in the following amounts and order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), until the Certificate Principal Balances thereof have been reduced to zero; and (ii) sequentially, to the Holders of 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, the Class M-7 Certificates, the Class M-8 Certificates, the Class M-9 Certificates, the Class M-10 Certificates and the Class M-11 Certificates, in that order, until the Certificate Principal Balances thereof have been reduced to zero. (II) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, distributions in respect of principal to the extent of the Principal Distribution Amount shall be made in the following amounts and order of priority:

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Available Distribution Amount, if any, for such date to the interests issued in respect of REMIC I and REMIC II as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed Interests: i. to the holders extent of the Class R-I CertificatesAvailable Distribution Amount (other than the portion of the Available Distribution Amount described in clause (a)(vi) of the definition of Available Distribution Amount), as the case may be: (i) to the Holders of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, and such amount will be payable to the Holders of REMIC I Regular Interests ▇-▇, ▇-▇, ▇-▇, ▇-▇, M-1, M-2, M-3, M-4, M-5, M-6, M-7, M-8 and M-9 in the same proportion as the Overcollateralization Increase Amount is allocated to the corresponding Class R-I of Certificates, and the Certificate Uncertificated Principal Balance thereof and (y) of the REMIC I Regular Interest ZZ shall be increased by such amount; and ii. on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such (other than the portion of the Available Distribution Date Amount described in clause (a)(vi) of the definition of Available Distribution Amount) after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I Regular Interest I-LT1AA, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to zero; (bB) to the Holders of REMIC I Regular Interests ▇-▇, ▇-▇, ▇-▇, ▇-▇, M-1, M-2, ▇-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇, M-8 and M-9, 1.00% of such remainder in the same proportion as amounts are distributed in respect of principal on the corresponding Class of Certificates; (C) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6ZZ, 1.00% of such remainder; and and (dD) any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 AA and REMIC I Regular Interest I-LT6ZZ, respectively; and provided further, that any prepayment charges on deposit in the Certificate Account attributable to prepayment charges received on the Mortgage Loans during the related Prepayment Period shall be deemed distributed to REMIC II as the holder of the REMIC I Regular Interest AA. (2) Notwithstanding the distributions described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(d)), in each case to the extent of the Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xxi)(B) below, to the extent of prepayment charges on deposit in the Certificate Account and (ii) with respect to clauses (i) through (xi) below, to the extent of the Available Distribution Amount (other than the portion of the Available Distribution Amount described in clause (a)(vi) of the definition of Available Distribution Amount)) and to the extent not covered by amounts on deposit in the Swap Account: (i) to the Class A Certificateholders, the Class A Interest Distribution Amount, with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Interest Distribution Amount;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates, in respect of the Class R-I Interest, as the case may be: With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interest LT1, REMIC I Regular Interest LT1PF, REMIC I Regular Interest LTCE2 and REMIC I Regular Interest LTP in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC I Regular Interest LTP, on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; (2) to the Holders of REMIC I Regular Interest LT1 and REMIC I Regular Interest LT1PF, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest LT1, until the Uncertificated Balance of REMIC I Regular Interest LT1 is reduced to zero; (b) to the Holders of REMIC I Regular Interest LT1PF, until the Uncertificated Balance of REMIC I Regular Interest LT1PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-1 Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group I Mortgage Loans shall be allocated to REMIC I Regular Interest I-LT1 and such amounts relating to the Subsequent Group I Mortgage Loans shall be allocated to REMIC I Regular Interest LT1PF. With respect to the Group II Mortgage Loans: (3) to the Holders of REMIC I Regular Interest LT2, REMIC I Regular Interest LTCE2 and REMIC I Regular Interest LT2PF in an amount equal to (A) the Uncertificated Interest for each REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (4) to the Holders of REMIC I Regular Interest LT2 and REMIC I Regular Interest LT2PF, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (1) above, allocated as follows: (a) to the Holders of REMIC I Regular Interest LT2, until the Uncertificated Balance of REMIC I Regular Interest LT2 is reduced to zero; (b) to the Holders of REMIC I Regular Interest LT2PF, until the Uncertificated Balance of REMIC I Regular Interest LT2PF is reduced to zero; and (c) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-1 Interest); provided, however, that for the first three Distribution Dates, such amounts relating to the Initial Group II Mortgage Loans shall be allocated to REMIC I Regular Interest LT2 and such amounts relating to the Subsequent Group II Mortgage Loans shall be allocated to REMIC I Regular Interest LT2PF. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest LTP shall not reduce the Uncertificated Balance thereof. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the Holders of the Class R Certificates, in respect of the Class R-II Interest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTP)LTAA, REMIC II Regular Interest II-LTA1A, REMIC II Regular Interest II-LTA1B, REMIC II Regular Interest II-LTA2A, REMIC II Regular Interest II-LTA2B, REMIC II Regular Interest II-LTA2C, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTB1, REMIC II Regular Interest II-LTB2, REMIC II Regular Interest II-LTB3, REMIC II Regular Interest II-LTZZ, REMIC II Regular Interest II-LTP and REMIC II Regular Interest II-LTCE2, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest II-LTA1A, REMIC II Regular Interest II-LTA1B, REMIC II Regular Interest II-LTA2A, REMIC II Regular Interest II-LTA2B, REMIC II Regular Interest II-LTA2C, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTB1, REMIC II Regular Interest II-LTB2 and REMIC II Regular Interest II-LTB3 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest II-LTZZ shall be increased by such amount; (ii) to Holders of REMIC II Regular Interest II-LT1SUB, REMIC II Regular Interest II-LT1GRP, REMIC II Regular Interest II-LT2SUB, REMIC II Regular Interest II-LT2GRP, and REMIC II Regular Interest II-LTXX, PRO rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC II Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest III-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderUncertificated REMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest II-LTA1A, REMIC II Regular Interest II-LTA1B, REMIC II Regular Interest II-LTA2A, REMIC II Regular Interest II-LTA2B, REMIC II Regular Interest II-LTA2C, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10, REMIC II Regular Interest II-LTB1, REMIC II Regular Interest II-LTB2 and REMIC II Regular Interest II-LTB3, 1.00% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest II-LTZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of the REMIC I II Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest III-LTP, $100 all Prepayment Charges and on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (D) any remaining amount to the Holders of the Class R-II Interest, in respect of the Class R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest III-LT1 LTAA and REMIC I II Regular Interest III-LT6LTZZ, respectively. (i) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the REMIC II Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, and such that distributions of principal shall be deemed to be made to the REMIC II Regular Interests first, so as to keep the Uncertificated Balance of each REMIC II Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC II Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC II Regular Interests such that the REMIC II Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC II Regular Interest II-LTXX. (ii) Notwithstanding the distributions described in Section 5.01(a)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(2) through (7) and Section 5.01(c). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: FIRST, concurrently, to the Holders of the Class A-1A Certificates and the Class A-1B Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and SECOND, concurrently, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(a)(3) below on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: FIRST, concurrently, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and SECOND, concurrently, to the Holders of the Class A-1A Certificates and the Class A-1B Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(a)(2) above, on a pro rata basis, based on the entitlement of each such Class. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount, and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class B-1, Class B-2 and Class B-3 Certificates, in that order, the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: FIRST, to the Holders of the Class A-1A Certificates and the Class A-1B Certificates as follows: (1) for each Distribution Date on which a Sequential Trigger Event is not in effect for such Distribution Date, concurrently, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a pro rata basis, based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balance of each such Class has been reduced to zero; and (2) for each Distribution Date on which a Sequential Trigger Event is in effect for such Distribution Date, sequentially, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. SECOND, sequentially, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(a)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: FIRST, sequentially, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and SECOND, to the Holders of the Class A-1A Certificates and the Class A-1B Certificates, after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(a)(5)(i) above as follows: (1) for each Distribution Date on which a Sequential Trigger Event is not in effect for such Distribution Date, concurrently, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, on a pro rata basis, based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balance of each such Class has been reduced to zero; and (2) for each Distribution Date on which a Sequential Trigger Event is in effect for such Distribution Date, sequentially, to the Holders of the Class A-1A Certificates and Class A-1B Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(a)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10, Class B-1, Class B-2 and Class B-3 Certificates, in that order, u

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-54-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-54-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest II, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests II-1-A through II-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (b) to the Holders of REMIC I Regular Interest P, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) first to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest I-LTP)IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest AA, REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10, REMIC II Regular Interest M-11 and REMIC II Regular Interest ZZ, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 ZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest ZZ shall be increased by such amount; (ii) to Holders of REMIC II Regular Interest I-SUB, REMIC II Regular Interest I-GRP, REMIC II Regular Interest II-SUB, REMIC II Regular Interest II-GRP, and REMIC II Regular Interest XX, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC II Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest M-11, 1% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest ZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of REMIC II Regular Interest P, 100% of the amounts deemed distributed on REMIC I Regular Interest I-LT6, 1.00% of such remainderP; andthen (dD) any remaining amount to the Holders of the REMIC I Regular Interest I-LTPClass R Certificate, $100 on the Distribution Date immediately following the expiration in respect of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterClass R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest I-LT1 AA and REMIC I II Regular Interest I-LT6ZZ, respectively. (iv) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the REMIC II Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC II Regular Interests first, so as to keep the Uncertificated Balance of each REMIC II Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group; second, to each REMIC II Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group over (y) the current Certificate Principal Balance of the Class A Certificate in the related loan group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC II Regular Interests such that the REMIC II Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC II Regular Interest XX. (v) Notwithstanding the distributions described in Section 5.01(c)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through (7). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in May 2007, to the Supplemental Interest Trust, an amount equal to (x) the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event and (y) any Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first under Section 5.01(c)(3) below; second, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and third, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(3) below on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in May 2007, to the Supplemental Interest Trust, an amount equal to (x) the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; and (y) any Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first under Section 5.01(c)(2) above; second, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and third, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(c)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, to the extent of the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in May 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and third, sequentially, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(c)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in May 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, sequentially, to the Holders of the Class A-2A Class A-2B, Class A-2C and Class A-2D Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and third, to the Holders of the Class A-1 Certificates after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(c)(5)(i) above, until the Certificate Principal Balance of such Class has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(c)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing with the Distribution Date in May 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Pr

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Available Distribution Amount, if any, for such date to the interests issued in respect of REMIC I and REMIC II as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (iA) to the extent of the Available Distribution Amount, to the Holders of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount, and such amount will be payable to the Holders of REMIC I Regular Interests A-1, A-2, A-3, M-1, M-2, M-3, M-4, M-5 ▇▇▇ ▇-▇ ▇▇ ▇▇▇ s▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇he Overcollateralization Increase Amount is allocated to the corresponding Class of Certificates, and the Uncertificated Principal Balance of the REMIC I Regular Interest ZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (yB) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I Regular Interest I-LT1AA, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to zero; (bB) to the Holders of REMIC I Regular Interests A-1, A-2, A-3, M-1, M-2, M-3, M-4, M-5 and M-6, ▇.▇▇% ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇ame proportion as amounts are distributed in respect of principal on the corresponding Class of Certificates; (C) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6ZZ, 1.00% of such remainder; and and (dD) any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 AA and REMIC I Regular Interest I-LT6ZZ, respectively; and provided further, that any prepayment charges on deposit in the Certificate Account attributable to prepayment charges received on the Mortgage Loans during the related Payment Period shall be deemed distributed to REMIC II as the holder of the REMIC I Regular Interest AA. (2) Notwithstanding the distributions described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(d)), to the extent of the Available Distribution Amount on deposit in the Certificate Account with respect to clauses (i) through (xii), and to the extent of the sum of the remaining Available Distribution Amount on deposit in the Certificate Account with respect to clauses (xiii) through (xxii) (and, with respect to clause (xxi)(B) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A Certificateholders, the Class A Interest Distribution Amount, with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Interest Distribution Amount; (iii) to the Class M-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2 Interest Distribution Amount; (iv) to the Class M-3 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3 Interest Distribution Amount; (v) to the Class M-4 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-4 Interest Distribution Amount; (vi) to the Class M-5 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-5 Interest Distribution Amount; (vii) to the Class M-6 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-6 Interest Distribution Amount; (viii) to the Class A and Class M Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Principal Distribution Amount (other than the amounts set forth in clauses (b)(iv), (b)(v), and (b)(vi) of the definition thereof), in the order of priority described in Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A and Class M Certificates have been reduced to zero; (ix) to the Class A and Class M Certificateholders, from the amount, if any, of Excess Cash Flow, an amount equal to the principal portion of Realized Losses previously allocated to reduce the Certificate Principal Balance of any Class of the Class A and Class M Certificates and remaining unreimbursed, but only to the extent of Subsequent Recoveries for that Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A and Class M Certificates have been reduced to zero; (x) to the Class A and Class M Certificateholders, from the amount, if any, of Excess Cash Flow remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses on the Mortgage Loans during the immediately preceding Prepayment Period, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A and Class M Certificates have been reduced to zero; (xi) to the Class A and Class M Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(d) hereof, until the Certificate Principal Balances of the Class A and Class M Certificates have been reduced to zero; (xii) to the Class A and Class M Certificateholders from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto for such Distribution Date, on a pro rata basis based on Prepayment Interest Shortfalls previously allocated thereto that remain unreimbursed, to the extent not covered by Eligible Master Servicing Compensation on such Distribution Date; (xiii) to the Class A and Class M Certificateholders from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls previously allocated thereto on any prior Distribution Date that remain unreimbursed, together with interest thereon at the applicable Pass-Through Rate, on a pro rata basis based on Prepayment Interest Shortfalls previously allocated thereto that remain unreimbursed; (xiv) from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, to pay the Class A Certificates, on a pro rata basis, based on the amount of Class A Net WAC Cap Shortfall Carry-Forward Amount previously allocated thereto that remain unreimbursed, the amount of any Class A Net WAC Cap Shortfall Carry-Forward Amounts remaining unpaid as of such Distribution Date and then to the Class M Certificates, in their order of payment priority, the amount of any Class M Net WAC Cap Shortfall Carry-Forward Amounts remaining unpaid as of such Distribution Date; (xv) to the Class A and Class M Certificates on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto on such Distribution Date, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to those Certificates with respect to such Distribution Date; (xvi) to the Class A and Class M Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, which amount shall be allocated first, to the Class A Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated thereto that remain unreimbursed, and then to the Class M Certificates, in their order of payment priority; (xvii) to pay to the holders of the Class M-6 Certificates, as payment of principal on the Class M-6 Certificates, 50% of the Excess Cash Flow remaining after the foregoing distributions, after application of the Class M-6 Principal Distribution Amount for that Distribution Date, and the Class M-6 Targeted Certificate Principal Balance for that Distribution Date, until the Certificate Principal Balance of the Class M-6 Certificates has been reduced to zero; (xviii) to the Supplemental Interest Trust Account, any Excess Cash Flow remaining after the foregoing distributions for payment to the Swap Counterparty of any Swap Termination Payment owed by the Supplemental Interest Trust due to a Swap Counterparty Trigger Event;

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I- LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LTM6 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (ii) to Holders of REMIC I Regular Interest I-LT1A, REMIC I Regular Interest I-LT1B, REMIC I Regular Interest I-LT2A, REMIC I Regular Interest I-LT2B and REMIC I Regular Interest I-LTXX, pro rata, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% of such remainder, until the Uncertificated Balance of such Uncertificated REMIC I Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2A, REMIC I Regular Interest I-LT4 LTA2B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I -102- Regular Interest I-LTM5 and REMIC I Regular Interest I-LT5LTM6, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainder; and, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (e) any remaining amount to the Holders of the Class R-I Interest, in respect of the Class R-I Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "B" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "A," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I-LTXX.

Distributions. (a) (1)(Ai) On each Distribution Date, the following amounts, amounts held in the following order of priority, REMIC I Distribution Account shall be distributed by 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 REMIC II be distributed on account of the REMIC I Regular Interests or withdrawn from the Distribution Account as set forth in Section 4.01(a)(ii) and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, 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 entitled considered to be held in the REMIC II Distribution Account. (ii) Principal and interest accrued amounts, reimbursement of Realized Losses and Additional Trust Fund Expenses and timing of distributions on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each REMIC I Regular Interest I-LT6 shall will be reduced when identical to such amounts, reimbursements and timing on the related Corresponding Certificates (in the case of distributions of principal on (i) the Class A-2 Certificates, first to the REMIC I Overcollateralized Amount is less than Regular Interest LA-2-1, second to the REMIC I Required Overcollateralized AmountRegular Interest LA-2-2, by third to the lesser of (x) REMIC I Regular Interest LA-2-3, and then to the amount of such difference and (y) the Maximum IREMIC I Regular Interest LA-2-LT6 Uncertificated Interest Deferral Amount; and 4, in each case, until reduced to zero, (ii) Class A-3 Certificates, first to the REMIC I Regular Interest LA-3-1, second to the REMIC I Regular Interest LA-3-2, third to the REMIC I Regular Interest LA-3-3, and then to the REMIC I Regular Interest LA-3-4, in each case, until reduced to zero, (xiii) the Class G Certificates, first to the REMIC I Regular Interest LG-1 and then to the REMIC I Regular Interest LG-2, in each case, until reduced to zero, (iv) the Class H Certificates, first to the REMIC I Regular Interest LH-1 and then to the REMIC I Regular Interest LH-2, in each case, until reduced to zero, (v) the Class J Certificates, first to the REMIC I Regular Interest LJ-1 and then to the REMIC I Regular Interest LJ-2, in each case, until reduced to zero, (vi) the Class K Certificates, first to the REMIC I Regular Interest LK-1 and then to the REMIC I Regular Interest LK-2, and then to the REMIC I Regular Interest LK-3, in each case, until reduced to zero, (vii) the Class M Certificates, first to the REMIC I Regular Interest LM-1 and then to the REMIC I Regular Interest LM-2, in each case, until reduced to zero) 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 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 and Class P Certificate Pass-Through Rates were equal to the Weighted Average Adjusted Net Mortgage Rate and as though the Class XC Notional Amount and Class XP 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 first aggregate of the corresponding amounts on each Class of Corresponding Certificates and its related Component or Components of the Class XC and Class XP Certificates; provided that (A) interest shall be distributed on such REMIC I Regular Interest only in the same priority and to the extent actually distributable on such related Class of Certificates or related Component and (B) interest distributable on a Class of Class X Certificates shall be distributable pro rata among the related Components. (iii) Any amount that remains in the REMIC I Distribution Date, 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) shall be distributed to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and Certificates (y) on each Distribution Date, but only to the Holders of REMIC I Regular Interests, in an amount equal to the remainder extent of the Available Distribution Amount for such Distribution Date after remaining in the REMIC I Distribution Account, if any). (b) On each Distribution Date, to the extent of the Available Distribution Amount for such Distribution Date, the Trustee shall transfer or be deemed to transfer the REMIC I Distribution Amount from the REMIC I Distribution Account to the REMIC II Distribution Account in the amounts set forth in Section 4.01(a)(ii) with respect to each Class of REMIC I Regular Interest, and immediately thereafter, shall make distributions made pursuant thereof from the REMIC II Distribution Account to the REMIC II Regular Certificates in the order of priority set forth in clauses (i) through (xlviii) below, satisfying in full, to the extent required and (ii)(x) abovepossible, allocated as follows (except as provided below):each priority before making any distribution with respect to any succeeding priority. (ai) to distributions of interest to Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class XC Certificates and the Class XP Certificates, pro rata, in accordance with the respective amounts of Distributable Certificate Interest payable in respect of such Classes described in this clause (i), in an amount equal to all Distributable Certificate Interest in respect of each such Class for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (ii) to distributions of principal sequentially, first to the Holders of the REMIC I Regular Interest I-LT1Class A-1 Certificates, 98.00% second to the holders of the Class A-2 Certificates and third to the holders of the Class A-3 Certificates in each case in an amount (not to exceed the Class Principal Balance of such remainderClass of Certificates outstanding immediately prior to such Distribution Date) equal to the remaining Principal Distribution Amount for such Distribution Date; (biii) to reimburse the Holders of the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates up to an amount equal to, and pro rata as among such Classes in accordance with, the respective amounts of Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class Principal Balance of such Classes and for which no reimbursement has previously been paid; (iv) to distributions of interest to the Holders of the REMIC I Regular Class B Certificates in an amount equal to all Distributable Certificate Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% in respect of such remainderClass of Certificates for such Distribution Date and, in the same proportion as principal payments are allocated to the Corresponding Certificatesextent not previously paid, for all prior Distribution Dates; (cv) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates have been reduced to zero, to distributions of principal to the Holders of the REMIC I Regular Interest I-LT6Class B Certificates, 1.00% in an amount (not to exceed the Class Principal Balance of the Class B Certificates outstanding immediately prior to such remainder; andDistribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (dvi) to distributions to the Holders of the REMIC I Regular Interest I-LTPClass B Certificates, $100 on 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 Distribution Date immediately following the expiration Class Principal Balance of the latest Prepayment Charge term as identified on Class B Certificates and that remain unreimbursed immediately prior to such Distribution Date; (vii) to distributions of interest to the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Class C Certificates, in an amount equal to all Distributable Certificate Interest I-LT1 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-3 Certificates and REMIC I Regular Class B Certificates have been reduced to zero, to distributions of principal to the Holders of the Class C Certificates, in an amount (not to exceed the Class Principal Balance of the Class C 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 C 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 C Certificates and that remain unreimbursed immediately prior to such Distribution Date; (x) to distributions of interest to the Holders of the Class D Certificates, in an amount equal to all Distributable Certificate Interest I-LT6in respect of such Class of Certificates for such Distribution Date and, respectively.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-3 Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to distributions of principal to the Holders of the Class D Certificates, in an amount (not to exceed the Class Principal Balance of the Class D 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 D 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 D Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xiii) to distributions of interest to the Holders of the Class E 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 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class B Certificates, Class C Certificates and Class D Certificates have been reduced to zero, to distributions of principal to the Holders of the Class E Certificates, 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 entire remaining Principal Distribution Amount for such Distribution Date; (xv) to distributions to the Holders of the Class E 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 E Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xvi) to distributions of interest to the Holders of the Class F 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) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E Certificates have been reduced to zero, to distributions of principal to the Holders of the Class F Certificates, 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 entire remaining Principal Distribution Amount for such Distribution Date; (xviii) 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, that were previously allocated to the Class Principal Balance of the Class F Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xix) to distributions of interest to the Holders of the Class G 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; (xx) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates and Class F Certificates have been reduced to zero, to distributions of principal to the Holders of the Class G Certificates, 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 entire remaining Principal Distribution Amount for such Distribution Date; (xxi) to distributions to the Holders of the Class G 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 G Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xxii) to distributions of interest to the Holders of the Class H 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; (xxiii) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 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 distributions of principal to the Holders of the Class H Certificates, in an amount (not to exceed the Class Principal Balance of the Class H Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xxiv) 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, that were previously allocated to the Class Principal Balance of the Class H Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xxv) to distributions of interest to the Holders of the Class 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; (xxvi) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 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 distributions of principal to the Holders of the Class J Certificates, in an amount (not to exceed the Class Principal Balances of the Class J Certificates outstanding immediately prior to such Distribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (xxvii) to distributions to the Holders of the Class 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 Balances of the Class J Certificates and that remain unreimbursed immediately prior to such Distribution Date; (xxviii) to distributions of interest to the Holders of the Class K 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; (xxix) if the Class Principal Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E Certificates, Class F Certificates, Class G Certificates, Class H Certificates and Class J Certificates have been reduced to zero, to distributions of principal to the Holders of the Class K Certificates, 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 entire remaining Principal Distribution Amount for such Distribution Date; (xxx) to distributions to the Holders of the Class K 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 K Certificates and that remain unreimbursed imme

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LTM4 and REMIC I Regular Interest I-LTZZ, PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LTM4 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder and all Prepayment Charges on the Ocwen Mortgage Loans to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00until the Uncertificated Balance of such Uncertificated REMIC I Regular Interest is reduced to zero; (B) 2.00% of such remainder; (b) , first, to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LT5LTM4, 1.001% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; andthen (dC) any remaining amount to the Holders of the REMIC Class R-I Regular Interest I-LTPInterest, $100 on the Distribution Date immediately following the expiration in respect of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterClass R-I Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (iii) Notwithstanding the distributions described in Section 5.01(a)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(a)(2) through (5) and Section 5.01(b). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Interest Remittance Amount remaining for such Distribution Date: FIRST, concurrently, to the Holders of the Class A-1 Certificates and Class A-2 Certificates, the Senior Interest Distribution Amount allocable to each such Class on a PRO RATA basis based on the entitlement of each such Class; SECOND, sequentially, to the Holders of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3 and Class M-4 Certificates, in that order, the Interest Distribution Amount allocable to each such Class; and

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTAV1A, REMIC I Regular Interest I-LTAV1B, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I-LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTMV6, REMIC I Regular Interest I-LTMF6, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTAV1A, REMIC I Regular Interest I-LTAV1B, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I-LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I- LTMV6, REMIC I Regular Interest I-LTMF6 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; and (ii) to Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP, REMIC I Regular Interest I-LT3SUB, REMIC I Regular Interest I-LT3GRP and REMIC I Regular Interest I-LTXX, PRO RATA, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTAV1A, REMIC I Regular Interest I-LT3LTAV1B, REMIC I Regular Interest I-LT4 LTAV2, REMIC I Regular Interest I-LTAF1, REMIC I Regular Interest I-LTAF2, REMIC I Regular Interest I- LTAF3, REMIC I Regular Interest I-LTAF4, REMIC I Regular Interest I-LTAF5, REMIC I Regular Interest I-LTAF6, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I- LTMV6 and REMIC I Regular Interest I-LT5LTMF6, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and LTP, until $100 has been distributed pursuant to this clause; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I- LTXX. (I-LT6) On each Distribution Date, respectivelythe Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently to the Holders of the Class AV-1A Certificates and the Class AV-1B Certificates, the Senior Interest Distribution Amount allocable to such Certificates, on a PRO RATA basis based on the entitlement of each such Class; and (ii) concurrently, to the Holders of the Class AV-2 Certificates and the Class AF Certificates, the Senior Interest Distribution Amount allocable to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 4.01(a)(2)(II)(i) below and the Group III Interest Remittance Amount as set forth in Section 4.01(a)(2)(III)(i) below. (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class AV-2 Certificates, the Senior Interest Distribution Amount allocable to such Certificates; and (ii) concurrently, to the Holders of the Class AV-1A Certificates, the Class AV- 1B Certificates and the Class AF Certificates, the Senior Interest Distribution Amount allocable to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 4.01(a)(2)(I)(i) above and the Group III Interest Remittance Amount as set forth in Section 4.01(a)(2)(III)(i) below. (III) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of the Class AF Certificates, the Senior Interest Distribution Amount allocable to such Certificates, on a PRO RATA basis based on the entitlement of each such Class; and (ii) concurrently, to the Holders of the Class AV-1A Certificates, the Class AV- 1B Certificates and the Class AV-2 Certificates, the Senior Interest Distribution Amount allocable to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 4.01(a)(2)(I)(i) above and the Group II Interest Remittance Amount as set forth in Section 4.01(a)(2)(II)(i) above. (IV) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(2)(I), (II) and (III) above, the Trustee shall withdraw from the Distribution Account an amount equal to any remaining Group I Interest Remittance Amount, Group II Interest Remittance Amount and Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority (i) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (ii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iii) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (iv) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; (v) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates; and (vi) concurrently, to the Holders of the Class MV-6 Certificates and the Class MF- 6 Certificates, on a PRO RATA basis, based on the entitlement of each such Class. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Class AV-1A Certificates and the AV-1B Certificates, on a PRO RATA basis, based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) concurrently, to the Holders of the Class AV-2 Certificates and the Class AF Certificates (allocated among the classes of Class AF Certificates in the priority described below), on a PRO RATA basis based on the Class AV-2 Shortfall Allocation Percentage and the Class AF Shortfall Allocation Percentage, after taking into account the distribution of the Group II Principal Distribution Amount pursuant to Section 4.01(a)(3)(II) below and the Group III Principal Distribution Amount pursuant to Section 4.01(a)(3)(III) below, until the Certificate Principal Balances of such Classes have been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class AV-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (ii) concurrently, to the Holders of the Class AV-1 Certificates and the Class AF Certificates (allocated among the classes of Class AF Certificates in the priority described below), on a PRO RATA basis based on the Class AV-1 Shortfall Allocation Percentage and the Class AF Shortfall Allocation Percentage, after taking into account the distribution of the Group I Principal Distribution Amount pursuant to Section 4.01(a)(3)(I) above and the Group III Principal Distribution Amount pursuant to Section 4.01(a)(3)(III) below, until the Certificate Principal Balances of such Classes have been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group III Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Class AF Certificates (allocated among the classes of Class AF Certificates in the priority described below), until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) concurrently, to the Holders of the Class AV-1 Certificates and the Class AV- 2 Certificates, on a PRO RATA basis based on the Class AV-1 Shortfall Allocation Percentage and the Class AV-2 Shortfall Allocation Percentage, after taking into account the distribution of the Group I Principal Distribution Amount pursuant to Section 4.01(a)(3)(I) above and the Group II Principal Distribution Amount pursuant to Section 4.01(a)(3)(II) above, until the Certificate Principal Balances of such Classes have been reduced to zero. (IV) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the sum of the Group I Principal Distribution Amount, the Group II Principal Distribution Amount and the Group III Principal Distribution Amount remaining undistributed for such Distribution Date shall be distributed in the following order of priority: (i) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (vi) concurrently, to the Holders of the Class MV-6 Certificates and the Class MF- 6 Certificates, on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances of such Classes have been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Class AV-1A Certificates and the Class AV-1B Certificates, the Class AV-1 Principal Distribution Amount, on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances of such Classes have been reduced to zero; (ii) to the extent of the portion, if any, of the Class AV-1 Principal Distribution Amount remaining undistributed pursuant to Section 4.01(a)(3)(V)(i) above, concurrently, to the Holders of the Class AV-2 Certificates and the Class AF Certificates (allocated among the classes of Class AF Certificates in the priority described below), on a PRO RATA basis based on the Class AV-2 Shortfall Allocation Percentage and the Class AF Shortfall Allocation Percentage, after taking into account the distribution of the Group II Principal Distribution Amount pursuant to Section 4.01(a)(3)(VI)(i) below and the Group III Principal Distribution Amount pursuant to Section 4.01(a)(3)(VII)(i) below, until the Certificate Principal Balances of

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-54-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular Interests I-1-A through I-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-54-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest II, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests II-1-A through II-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (b) to the Holders of REMIC I Regular Interest I-54-B, all amounts representing Prepayment Charges in respect of the Group I Mortgage Loans received during the related Prepayment Period and to the Holders of REMIC I Regular Interest II-54-B, all amounts representing Prepayment Charges in respect of the Group II Mortgage Loans received during the related Prepayment Period. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) first to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest I-LTP)IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest AA, REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9 and REMIC II Regular Interest ZZ, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 ZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8 and REMIC II Regular Interest M-9 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest ZZ shall be increased by such amount; (ii) to Holders of REMIC II Regular Interest I-SUB, REMIC II Regular Interest I-GRP, REMIC II Regular Interest II-SUB, REMIC II Regular Interest II-GRP, and REMIC II Regular Interest XX, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC II Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A, REMIC II Regular Interest A-2B, REMIC II Regular Interest A-2C, REMIC II Regular Interest A-2D, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8 and REMIC II Regular Interest M-9, 1% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest ZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of REMIC II Regular Interest P, (1) 100% of the Prepayment Charges deemed distributed on REMIC I Regular Interest II-54-LT6, 1.00% of such remainder; and (d) to the Holders of the B and REMIC I Regular Interest III-54-LTP, $100 B and (2) on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (D) any remaining amount to the Holders of the Class R Certificate, in respect of the Class R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest I-LT1 AA and REMIC I II Regular Interest I-LT6ZZ, respectively. (iv) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the REMIC II Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC II Regular Interests first, so as to keep the Uncertificated Balance of each REMIC II Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group; second, to each REMIC II Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC II Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related loan group over (y) the current Certificate Principal Balance of the Class A Certificate in the related loan group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC II Regular Interests such that the REMIC II Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC II Regular Interest XX. (v) Notwithstanding the distributions described in Section 5.01(c)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through (7). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in September 2007, to the Supplemental Interest Trust, an amount equal to (x) the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event (to the extent such amount has not been paid by the Securities Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Trustee on behalf of the Supplemental Interest Trust) and (y) any Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first under Section 5.01(c)(3) below; second, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and third, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(3) below on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: first, commencing on the Distribution Date in September 2007, to the Supplemental Interest Trust, an amount equal to (x) the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event; (to the extent such amount has not been paid by the Securities Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Trustee on behalf of the Supplemental Interest Trust)and (y) any Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first under Section 5.01(c)(2) above; second, concurrently, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and third, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(c)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, 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, to the extent of the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in September 2007, to the Supplemental Interest Trust, an amount equal to the Group I Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Holders of the Class A-1 Certificates until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and third, sequentially, to the Holders of the Class A-2A, Class A-2B, Class A-2C and Class A-2D Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(c)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, commencing on the Distribution Date in September 2007, to the Supplemental Interest Trust, an amount equal to the Group II Allocation Percentage of (i) any Net Swap Payment owed to the Swap Provider and (ii) any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, sequentially, to the Holders of the Class A-2A Class A-2B, Class A-2C and Class A-2D Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and third, to the Holders of the Class A-1 Certificates after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(c)(5)(i) above, until the Certificate Principal Balance of such Class has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(c)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, 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, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amoun

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)CE and REMIC I Regular Interest I-AM, and each of REMIC I Regular Interest I-1-A through I-54-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders extent of amounts remaining after the Class R-I Certificates, the Certificate Principal Balance thereof and distributions made pursuant to clause (yi) on each Distribution Dateabove, to the Holders of REMIC I Regular InterestsInterest I-AM, an amount of principal equal to the amount of principal payments from the Group I Mortgage Loans distributed on the Offered Certificates shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I-AM is reduced to zero; (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal in an amount equal to the remainder amount of principal payments from the Available Distribution Amount Group I Mortgage Loans distributed on the Offered Certificates and not distributed pursuant to clause (ii) above shall be allocated to REMIC I Regular Interests I-1-A through I-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such Distribution Date payments of principal shall be allocated pro rata between such REMIC I Regular Interests; (iv) to the extent of amounts remaining after the distributions made pursuant to clauses (i), (ii) and (ii)(xiii) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1CE, 98.00% an amount of principal shall be distributed to such remainderHolders until the Uncertificated Balance of REMIC I Regular Interest I-CE is reduced to zero. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II-CE and REMIC I Regular Interest II-AM and each of REMIC I Regular Interest II-1-A through II-54-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest II-AM, an amount of principal equal to the amount of principal payments from the Group II Mortgage Loans distributed on the Offered Certificates shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II-AM is reduced to zero; (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal in an amount equal to the amount of principal payments from the Group II Mortgage Loans distributed on the Offered Certificates and not distributed pursuant to clause (ii) above shall be allocated to REMIC I Regular interests II-1-A through II-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests; and (iv) to the extent of amounts remaining after the distributions made pursuant to clauses (i), (ii) and (iii) above, to the Holders of REMIC I Regular Interest II-CE, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II-CE is reduced to zero. (b) to the Holders of the REMIC I Regular Interest II-54-LT2B, all amounts representing Prepayment Charges in respect of the Group I Mortgage Loans received during the related Prepayment Period and to the Holders of REMIC I Regular Interest III-54-LT3B, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, all amounts representing Prepayment Charges in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders respect of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to Group II Mortgage Loans received during the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest related Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyPeriod.

Distributions. (a) (1)(Ai) On each Distribution Date, the following amounts, amounts held in the following order of priority, REMIC I Distribution Account shall be distributed by 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 REMIC II be distributed on account of the REMIC I Regular Interests or withdrawn from the Distribution Account as set forth in Section 4.01(a)(ii) and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, 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 entitled considered to be held in the REMIC II Distribution Account. (ii) Principal and interest accrued amounts, reimbursement of Realized Losses and Additional Trust Fund Expenses and timing of distributions on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each REMIC I Regular Interest I-LT6 shall will be reduced when identical to such amounts, reimbursements and timing on the related Corresponding Certificates and in the case of distributions of principal or reimbursement of Realized Losses and Additional Trust Fund Expenses to: (A) the Class A-1 Certificates, first to the REMIC I Overcollateralized Amount is less than Regular Interest LA-1-1, second to the REMIC I Required Overcollateralized AmountRegular Interest LA-1-2 and then to the REMIC I Regular Interest LA-1-3, by the lesser of in each case, until reduced to zero; (xB) the amount of such difference Class A-2 Certificates, first to the REMIC I Regular Interest LA-2-1, second to the REMIC I Regular Interest LA-2-2, third to the REMIC I Regular Interest LA-2-3, fourth to the REMIC I Regular Interest LA-2-4, fifth to the REMIC I Regular Interest LA-2-5, sixth to the REMIC I Regular Interest LA-2-6 and then to the REMIC I Regular Interest LA-2-7, in each case, until reduced to zero; (yC) the Maximum Class A-3 Certificates, first to the REMIC I Regular Interest LA-3-1, second to the REMIC I Regular Interest LA-3-2, third to the REMIC I Regular Interest LA-3-3, fourth to the REMIC I Regular Interest LA-3-4, fifth to the REMIC I Regular Interest LA-3-5 and then to the REMIC I Regular Interest LA-3-6, in each case, until reduced to zero; (D) the Class A-SB Certificates, first to the REMIC I Regular Interest LA-SB-1, second to the REMIC I Regular Interest LA-SB-2, third to the REMIC I Regular Interest LA-SB-3, fourth to the REMIC I Regular Interest LA-SB-4 and then to the REMIC I Regular Interest LA-SB-5, in each case, until reduced to zero; (E) the Class A-4 Certificates, first to the REMIC I Regular Interest LA-4-1 and then to the REMIC I Regular Interest LA-4-2, in each case, until reduced to zero; (F) the Class A-1A Certificates, first to the REMIC I Regular Interest LA-1A-1, second to the REMIC I Regular Interest LA-1A-2, third to the REMIC I Regular Interest LA-1A-3, fourth to the REMIC I Regular Interest LA-1A-4, fifth to the REMIC I Regular Interest LA-1A-5, sixth to the REMIC I Regular Interest LA-1A-6, seventh, to the REMIC I Regular Interest LA-1A-7, eighth to the REMIC I Regular Interest LA-1A-8, ninth to the REMIC I Regular Interest LA-1A-9, tenth to the REMIC I Regular Interest LA-1A-10, eleventh to the REMIC I Regular Interest LA-1A-11, twelfth to the REMIC I Regular Interest LA-1A-12, thirteenth to the REMIC I Regular Interest LA-1A-13, fourteenth, to the REMIC I Regular Interest LA-1A-14 and then to the REMIC I Regular Interest LA-1A-15, in each case, until reduced to zero; (G) the Class C Certificates, first to the REMIC I Regular Interest LC-1, second to the REMIC I Regular Interest LC-2 and then to the REMIC I Regular Interest LC-3, in each case, until reduced to zero; (H) the Class D Certificates, first to the REMIC I Regular Interest LD-1, second to the REMIC I Regular Interest LD-2 and then to the REMIC I Regular Interest LD-3, in each case, until reduced to zero; (I-LT6 Uncertificated ) the Class E Certificates, first to the REMIC I Regular Interest Deferral AmountLE-1, second to the REMIC I Regular Interest LE-2 and then to the REMIC I Regular Interest LE-3, in each case, until reduced to zero; (J) the Class F Certificates, first to the REMIC I Regular Interest LF-1 and then to the REMIC I Regular Interest LF-2, in each case, until reduced to zero; (K) the Class G Certificates, first to the REMIC I Regular Interest LG-1 and then to the REMIC I Regular Interest LG-2, in each case, until reduced to zero; (L) the Class H Certificates, first to the REMIC I Regular Interest LH-1 and then to the REMIC I Regular Interest LH-2, in each case, until reduced to zero; and (iiM) the Class J Certificates, first to the REMIC I Regular Interest LJ-1 and then to the REMIC I Regular Interest LJ-2, in each case, until reduced to zero, 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-SB, Class A-4, Class A-1A, Class A-M, Cla▇▇ ▇-▇, ▇▇▇▇▇ 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 and Class P Certificate Pass-Through Rates were equal to the Weighted Average Adjusted Net Mortgage Rate and as though the Class XC and Class XP Notional Amounts 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 (xor portion thereof) and its related Component or Components of the Class XC and Class XP Certificates; provided that (A) interest shall be deemed distributed on such REMIC I Regular Interest only in the first same priority and to the extent actually distributable on such related Class of Corresponding Certificates (and pro rata among such REMIC I Regular Interests corresponding to a related Class of Corresponding Certificates) or related Component and (B) interest distributable on a Class of Class X Certificates shall be distributable pro rata among the related Components. (iii) Any amount that remains in the REMIC I Distribution Date, 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, the Certificate Principal Balance thereof and Certificates (y) on each Distribution Date, but only to the Holders of REMIC I Regular Interests, in an amount equal to the remainder extent of the Available Distribution Amount for such Distribution Date after remaining in the REMIC I Distribution Account, if any). (b) On each Distribution Date, to the extent of the Available Distribution Amount for such Distribution Date, the Trustee shall transfer or be deemed to transfer the REMIC I Distribution Amount from the REMIC I Distribution Account to the REMIC II Distribution Account in the amounts set forth in Section 4.01(a)(ii) with respect to each Class of REMIC I Regular Interest, and immediately thereafter, shall make distributions made pursuant thereof from the REMIC II Distribution Account to the REMIC II Regular Certificates in the order of priority set forth in clauses (i) through (li) immediately below, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority. (i) concurrently, (a) 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-SB and Class A-4 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 (ii)(xc) 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 XC and Class XP Certificates, 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; 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, allocated 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-SB, Class A-4, Class A-1A, Class XC and C▇▇▇▇ ▇▇ ▇▇▇▇▇▇icates without regard to Loan Group, up to an amount equal to, and pro rata as follows (except as provided below):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; (aii) to distributions of principal to the Holders of the Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates in reduction of the Class Principal Balances thereof concurrently (A)(1) first, to the Holders of the Class A-SB 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 have been made on such Distribution Date, until the outstanding Class Principal Balance of the Class A-SB Certificates has been reduced to the Class A-SB Planned Principal 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, 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 Holders of the Class A-SB Certificates (up to the Class A-SB Planned Principal Amount) have been made on such Distribution Date, until the outstanding 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, 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 Holders of the Class A-SB Certificates (up to the Class A-SB Planned Principal Amount) and the Class A-1 Certificates have been made on such Distribution Date, until the outstanding Class Principal 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 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 Holders of the Class A-SB Certificates (up to the Class A-SB Planned Principal Amount) and the Class A-1 and Class A-2 Certificates have been made on such Distribution Date, until the outstanding Class Principal Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-SB 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 Holders of the Class A-SB Certificates (up to the Class A-SB Planned Principal Amount) and the Class A-1, Class A-2 and Class A-3 Certificates have been made on such Distribution Date, until the outstanding Class Principal Balance of the Class A-SB Certificates has been reduced to zero and (6) sixth, to the Holders of the Class A-4 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, Class A-1, Class A-2, Class A-3 and Class A-SB Certificates have been made on such Distribution Date, until the Class Principal Balance of the Class A-4 Certificates has been reduced to zero; and (B) to the Holders of the REMIC I Regular Interest IClass A-1A Certificates, in an amount up to the Loan Group 2 Principal Distribution Amount and, after the outstanding Class Principal Balance of the Class A-1, Class A-2, Class A-3, Class A-LT1SB and Class A-4 Certificates have been reduced to zero, 98.00% the Loan Group 1 Principal Distribution Amount remaining after payments to Holders of the Class A-1A, Class A-1, Class A-2, Class A-3, Class A-SB and Class A-4 Certificates have been made on such remainderDistribution Date, until the Class Principal Balance of the Class A-1A Certificates has been reduced to zero; (biii) to reimburse the Holders of the Class A-1, Class A-2, Class A-3, Class A-SB, Class A-4 and Class A-1A Certificates, ▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇ equal to, and pro rata as among such Classes in accordance with, the respective amounts of Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class Principal Balance of such Classes and for which no reimbursement has previously been paid; (iv) to distributions of interest to the Holders of the REMIC I Regular Class A-M Certificates in an amount equal to all Distributable Certificate Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% in respect of such remainderClass of Certificates for such Distribution Date and, in the same proportion as principal payments are allocated to the Corresponding Certificatesextent not previously paid, for all prior Distribution Dates; (cv) if the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-SB, Class A-4 and Class A-1A Certificates ▇▇▇▇ ▇▇▇▇ ▇▇▇uced to zero, to distributions of principal to the Holders of the REMIC I Regular Interest IClass A-LT6M Certificates, 1.00% in an amount (not to exceed the Class Principal Balance of the Class A-M Certificates outstanding immediately prior to such remainder; andDistribution Date) equal to the entire remaining Principal Distribution Amount for such Distribution Date; (dvi) to distributions to the Holders of the REMIC I Regular Interest IClass A-LTPM Certificates, $100 on 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 Distribution Date immediately following the expiration Class Principal Balance of the latest Prepayment Charge term as identified on Class A-M Certificates and that remain unreimbursed immediately prior to such Distribution Date; (vii) to distributions of interest to the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Class A-J Certificates in an amount equal to all Distributable Certificate Interest Iin 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-LT1 SB, Class A-4, Class A-1A and REMIC I Regular Class A-M C▇▇▇▇▇▇▇▇▇▇▇ ▇▇ve 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 remaining Principal Distribution Amount for such Distribution Date; (ix) 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; (x) to distributions of interest to the Holders of the Class B Certificates in an amount equal to all Distributable Certificate Interest Iin 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-LT6SB, respectively.Class A-4, Class A-1A, Class A-M and ▇▇▇▇▇ ▇-▇ ▇▇▇▇ificates have been reduc

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Certificate Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I- LTM9, REMIC Regular Interest I-LTM10 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (e) below), to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated is reduced to the Corresponding Certificateszero; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Certificate Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I- LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTA5, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9 and REMIC Regular Interest I-LTM10 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (e) below), to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated is reduced to the Corresponding Certificateszero; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. on the REMIC 1 Regular Interests and REMIC 2 Regular Interests. (a) (1)(A) Distributions on the REMIC 1 Regular Interests. On each Distribution Date, the following amounts, Trustee shall cause in the following order of priority, shall the following amounts to be distributed by REMIC I 1 to REMIC II 2 on account of the REMIC I 1 Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class RA-I RL Certificates, as the case may be: (i) first, to the Holders of REMIC I 1 Regular Interests (other than REMIC I Regular Interest ILTI-LTP)P and LTI-R, in an amount equal to (x) the related Uncertificated Accrued Interest for such Distribution Date, plus (y) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC 1 Regular Interests LTI-1, LTI-S1, LTI-S2 and LTI-PF an amount equal to (x) the related Uncertificated Accrued Interest for such Distribution Date, plus (y) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (ii) second, to the Holders of REMIC 1 Regular Interests, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above and, in the case of distributions made pursuant to Section 4.07(a)(ii)(b), the amount of any Prepayment Charges for such Distribution Date, allocated as follows: (a) to the Holders of REMIC 1 Regular Interest LTI-R, an amount equal to the amount of principal distributed to the holder of the Corresponding Uncertificated Interest on such Distribution Date pursuant to Section 4.07(b)(ii)(a); (b) to the Holders of REMIC 1 Regular Interest LTI-P, an amount equal to the amount distributed to the holder of the Corresponding Uncertificated Interest on such Distribution Date pursuant to Section 4.07(b)(ii)(b); (c) to the Holders of REMIC 1 Regular Interest LTI-1, until the Uncertificated Principal Balance of REMIC 1 Regular Interest LTI-1 is reduced to zero; and (d) to the Holders of REMIC 1 Regular Interest LTI-PF, until the Uncertificated Principal Balance of REMIC 1 Regular Interest LTI-PF is reduced to zero; and any remaining amount to the Holders of the Class A-RL Certificates; provided, however, that for the first three Distribution Dates, such amounts constituting Available Funds relating to the Initial Mortgage Loans shall be allocated to REMIC 1 Regular Interest LTI-1, and such amounts constituting Available Funds relating to the Subsequent Mortgage Loans and shall be allocated to REMIC 1 Regular Interest LTI-PF. (b) Distributions on the REMIC 2 Regular Interests. On each Distribution Date, the Trustee shall cause in the following order of priority, the following amounts to be distributed by REMIC 2 to REMIC 3 on account of the REMIC 2 Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class A-R Certificates (in respect of the Class R-2 Interest), as the case may be: (i) first, to the extent of the sum of Available Funds for such Distribution Date, to Holders of REMIC 2 Regular Interests MTI-AA, MTI-A-1, MTI-A-2A, MTI-A-2B, MTI-A-3, MTI-A-4, MTI-M-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-M-6, MTI-M-7, MTI-M-8, MTI-M-9A, MTI-M-9F, MTI-B-1, MTI-B-2, MTI-ZZ, MTI-P, MTI-R a▇▇ ▇▇▇-▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇l to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I 2 Regular Interest IMTI-LT6 ZZ shall be reduced when the REMIC I Overcollateralized 2 Overcollateralization Amount is less than the REMIC I Required Overcollateralized 2 Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the REMIC 2 Regular Interest MTI ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC 2 Regular Interest MTI-A-1, REMIC 2 Regular Interest MTI-A-2A, REMIC 2 Regular Interest MTI-A-2B, REMIC 2 Regular Interest MTI-A-3, REMIC 2 Regular Interest MTI-A-4, REMIC 2 Regular Interest MTI-M-1, REMIC 2 Regular Interest MTI-M-2, REMIC 2 Regular Interest MTI-M-3, REMIC 2 Regular Interest MTI-M-4, REMIC 2 Regular Interest MTI-M-5, REMIC 2 Regular Interest MTI-M-6, REMIC 2 Regular Interest MTI-M-7, REMIC 2 Regular Interest MTI-M-8, REMIC 2 Regular Interest MTI-M-9A, REMIC 2 Regular Interest MTI-M-9F, REMIC 2 Regular Interest MTI-B-1 and REMIC 2 Regular Interest MTI-B-2 in the same proportion as the amounts are allocated to the Corresponding Certificate, pursuant to Section 4.02(b) herein, for each such REMIC 2 Regular Interest, and the Uncertificated Principal Balance of the REMIC 2 Regular Interest MTI-ZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I 2 Regular Interests, in an amount equal to the remainder of the Available Funds for such Distribution Amount Date after the distributions made pursuant to clause (i) above and, in the case of distributions made pursuant to Section 4.07(b)(ii)(b), the amount of any Prepayment Charges for such Distribution Date, allocated as follows: (a) to the Holders of REMIC 2 Regular Interest MTI-R, an amount equal to the amount of principal distributed to the holder of the Corresponding Certificate on such Distribution Date pursuant to Section 4.02(b); and (b) to the Holders of REMIC 2 Regular Interest MTI-P, an amount equal to the amount of principal distributed to the holder of the Corresponding Certificate on such Distribution Date pursuant to Section 4.02(b); and (iii) third, to the Holders of REMIC 2 Regular Interests, in an amount equal to the remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(xii) above, allocated as follows (except as provided below):follows: (a) 98% of such remainder to the Holders of the REMIC I 2 Regular Interest IMTI-LT1AA, 98.00% until the Uncertificated Principal Balance of such remainderREMIC 2 Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002% of such remainder, in first, to the same proportion Holders of REMIC 2 Regular Interest MTI-A-1, MTI-A-2A, MTI-A-2B, MTI-A-3, MTI-A-4, MTI-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, MTI-M-7, MTI-M-8, MTI-M-9A, MTI-M-9F, MTI-B-1 and MTI-B-2, equal to 1% ▇▇ ▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇tion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Principal Balances of such REMIC 2 Regular Interests are reduced to zero; and second, to the Holders of REMIC 2 Regular Interest MTI-ZZ, until the Uncertificated Principal Balance of such REMIC 2 Regular Interest is reduced to zero; and (c) any remaining amount to the Holders of the REMIC I Regular Interest IClass A-LT6, 1.00% of such remainder; and R Certificates (d) to the Holders in respect of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyClass R-2 Interest).

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Group I Available Distribution Amount and Group II Available Distribution Amount (in each case, to the extent on deposit in the Certificate Account) for such date to the interests issued in respect of each REMIC as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II III on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the Holders extent of the Group I Available Distribution Amount, to REMIC III as the holder of REMIC I Regular Interests (other than Interest LT1, REMIC I Regular Interest I-LTP)LT2, REMIC I Regular Interest LT3 and REMIC I Regular Interest LT4, pro rata, in an amount equal to (A) the their Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to REMIC III as the Holders holder of the REMIC I Regular Interests, in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): (aA) to the Holders in respect of the REMIC I Regular Interest I-LT1LT2, 98.00% of such remainderREMIC I Regular Interest LT3 and REMIC I Regular Interest LT4, their respective Principal Distribution Amounts; (bB) to the Holders in respect of the REMIC I Regular Interest I-LT1 any remainder until the Uncertificated Principal Balance thereof is reduced to zero; (C) any remainder in respect of the REMIC I Regular Interest LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LT3 and REMIC I Regular Interest I-LT5LT4, 1.00% of such remainderpro rata according to their respective Uncertificated Principal Balances as reduced by the distributions deemed made pursuant to (i) above, in the same proportion as principal payments until their respective Uncertificated Principal Balances are allocated reduced to the Corresponding Certificates;zero; and (cD) any remaining amounts to the Holders of the Class R-I Certificates. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC I Regular Interests: (i) to the extent of the Group II Available Distribution Amount, to REMIC III as the holder of REMIC II Regular Interest I-LT5, REMIC II Regular Interest LT6, 1.00% of REMIC II Regular Interest LT7 and REMIC II Regular Interest LT8, pro rata, in an amount equal to (A) their Uncertificated Accrued Interest for such remainderDistribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (dii) on each Distribution Date, to REMIC III as the holder of the REMIC II Regular Interests, in an amount equal to the remainder of the Group II Available Distribution Amount after the distributions made pursuant to clause (i) above, allocated as follows (except as provided below): (A) in respect of the REMIC II Regular Interest LT6, REMIC II Regular Interest LT7 and REMIC II Regular Interest LT8, their respective Principal Distribution Amounts; (B) in respect of the REMIC II Regular Interest LT5 any remainder until the Uncertificated Principal Balance thereof is reduced to zero; (C) any remainder in respect of the REMIC II Regular Interest LT6, REMIC II Regular Interest LT7 and REMIC II Regular Interest LT8, pro rata according to their respective Uncertificated Principal Balances as reduced by the distributions deemed made pursuant to (i) above, until their respective Uncertificated Principal Balances are reduced to zero; and (D) any remaining amounts to the Holders of the Class R-II Certificates. (3) Notwithstanding the distributions on the REMIC Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Sections 4.02(c) and (d). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the Group I Regular Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xviii)(B) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A-I Certificateholders and the Class M-I Certificateholders, the related Accrued Certificate Interest Ipayable on such Certificates with respect to such Distribution Date, plus any related Accrued Certificate Interest remaining unpaid from any prior Distribution Date, in the following order of priority: (1) first, to the Class A-LTPI Certificateholders on a pro rata basis, $100 based upon the amount of Accrued Certificate Interest due thereon; (2) second, to the Class M-I-1 Certificateholders; (3) third, to the Class M-I-2 Certificateholders; and (4) fourth, to the Class M-I-3 Certificateholders; (ii) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group I Principal Distribution Amount (other than the amounts described in clauses (b)(iv) and (v) of the definition thereof), which amount shall be allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates and Class M-I Certificates has been reduced to zero; (iii) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the Group I Excess Cash Flow, an amount equal to the principal portion of Realized Losses on the Group I Loans during the immediately preceding Due Period, which amount shall be included in the Group I Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(e) below until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates and Class M-I Certificates has been reduced to zero; (iv) to the Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses on the Group II Loans during the immediately preceding Due Period, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be included in the Group II Principal 85 Distribution Amount and allocated in the manner and priority set forth in Section 4.02(f) below, until the aggregate Certificate Principal Balance of each Class of Class A-II Certificates and Class M-II Certificates has been reduced to zero; (v) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount, which amount shall be included in the Group I Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates and Class M-I Certificates has been reduced to zero; (vi) beginning on the Distribution Date immediately following in July 2004, to the expiration Class A-II Certificateholders and Class M-II Certificateholders, from the amount, if any, of the latest Prepayment Charge term as identified Group I Excess Cash Flow remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be included in the Mortgage Loan Schedule or any Group II Principal Distribution Date thereafter; providedAmount and allocated in the manner and priority set forth in Section 4.02(f) below, howeveruntil the aggregate Certificate Principal Balance of each Class of Class A-II Certificates and Class M-II Certificates has been reduced to zero; (vii) to the Class A-I Certificateholders and Class M-I Certificateholders, that 98.00% and 2.00% from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any principal payments related Prepayment Interest Shortfalls with respect to the Group I Loans for that are attributable Distribution Date, to a Overcollateralization Reduction Amount the extent not covered by Compensating Interest on such Distribution Date, which amount shall be allocated to Holders the Class A-I Certificateholders and Class M-I Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto for such Distribution Date; (viii) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the REMIC Group I Regular Excess Cash Flow remaining after the foregoing distributions, the amount of any related Prepayment Interest Shortfalls with respect to the Group II Loans for that Distribution Date, to the extent not covered by Compensating Interest and distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated to the Class A-II Certificateholders and the Class M-II Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto for such Distribution Date; (ix) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon at the related Pass-Through Rates, which amount shall be allocated to the Class A-I Certificateholders and the Class M-I Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto and remaining unpaid; (x) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon at the related Pass-Through Rates, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated to the Class A-II Certificateholders and the Class M-II Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls allocated thereto and remaining unpaid; (xi) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Group I Net WAC Cap Shortfalls on such Certificates, which amount shall be allocated first, to the Class A-I Certificateholders on a pro rata basis, based on their respective Group I Net WAC Cap Shortfalls, and then sequentially, to the Class M-I-1 Certificateholders, Class M-I-2 Certificateholders and Class M-I-3 Certificateholders, in that order; (xii) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Group II Basis Risk Shortfalls on such Certificates to the extent not covered by distributions of the Group II Excess Cash Flow or the Hedge Payment on such Distribution Date, which amount shall be allocated first, to the Class A-II Certificateholders on a pro rata basis, based on their respective Group II Basis Risk Shortfalls, and then sequentially, to the Class M-II-1 Certificateholders, Class M-II-2 Certificateholders and Class M-II-3 Certificateholders, in that order; (xiii) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to such Certificates with respect to the Group I Loans for that Distribution Date, on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto for that Distribution Date; (xiv) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to such Certificates with respect to the Group II Loans for that Distribution Date, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto for that Distribution Date; (xv) to the Class A-I Certificateholders and the Class M-I Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, which amount shall be allocated first, to the Class A-I Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, and then sequentially, to the Class M-I-1 Certificateholders, Class M-I-2 Certificateholders and Class M-I-3 Certificateholders, in that order; (xvi) to the Class A-II Certificateholders and the Class M-II Certificateholders, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, to the extent not covered by distributions of the Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated first, to the Class A-II Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, and then sequentially, to the Class M-II-1 Certificateholders, Class M-II-2 Certificateholders and Class M-II-3 Certificateholders, in that order; (xvii) to the Depositor, for any amounts advanced with respect to Mortgage Insurance Premium Taxes Reserve Fund Deposit, from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions; (xviii) to the Class SB-I Certificates, (A) from the amount, if any, of the Group I Excess Cash Flow remaining after the foregoing distributions, the sum of (I) Accrued Certificate Interest thereon, (II) the amount of any Group I Overcollateralization Reduction Amount for such Distribution Date and (III) for any Distribution Date after the Certificate Principal Balance of each Class of Class A Certificates and Class M Certificates has been reduced to zero, the Group I Overcollateralization Amount, and (B) from prepayment charges on deposit in the Certificate Account, any prepayment charges received on the Group I Loans during the related Prepayment Period; and (xix) to the Class R-LT1 and REMIC III Certificateholders, the balance, if any, of the Group I Regular Interest I-LT6Excess Cash Flow. (d) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, respectively.shall distribute to each Certificateholder of record on 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 facil

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, Amount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I- LTM5 and REMIC I Regular Interest I-LTM6 in the Class R-same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Certificates, the Certificate Principal Balance thereof and Reeg; (y▇▇) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2A, REMIC I Regular Interest I-LT4 LTA2B, REMIC I Regular Interest I- LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LT5LTM6, 1.00% of such remainderremainder (less the amount payable in clause (d) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; andthen (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (e) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (2) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A Certificates, on a PRO RATA basis based on the entitlement of each such Class, an amount equal to the Senior Interest Distribution Amount allocable to the Class A Certificates; (ii) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (iii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iv) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (v) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; (vi) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates; and (vii) to the Holders of the Class M-6 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-6 Certificates (3) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (A) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), until the aggregate Certificate Principal Balance of the Class A Certificates have been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of the Class M-3 Certificates has been reduced to zero; (v) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of the Class M-4 Certificates has been reduced to zero; (vi) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of the Class M-5 Certificates has been reduced to zero; and (vii) to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of the Class M-6 Certificates has been reduced to zero. (B) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), up to an amount equal to the Class A Principal Distribution Amount, until the aggregate Certificate Principal Balance of the Class A Certificates have been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, up to an amount equal to the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, up to an amount equal to the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, up to an amount equal to the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance of the Class

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests and distributed to the holders of the Class R Certificates (in respect of the Class R-I Interest), as the case may be: (1) to Holders of REMIC I Regular Interest I-1-A through I-40-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (2) to the extent of amounts remaining after the distributions made pursuant to clause (1) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interests I-1-A through I-40-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of any Overcollateralization Reduction Amounts, to REMIC I Regular Interests I-1-A through I-40-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such Overcollateralization Reduction Amounts shall be allocated pro rata between such REMIC I Regular Interests. (3) to the Holders of REMIC I Regular Interest I-40-B, (A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesII Interest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than REMIC I II Regular Interest III-LTP)LTIO, in an amount equal to (Aa) the Uncertificated Accrued Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i1) to the Holders of REMIC I Regular Interests (other than Interest I, and each of REMIC I Regular Interest II-1-LTP)A through I-52-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and. (ii2) (x) on the first Distribution Date, to the Holders extent of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date amounts remaining after the distributions made pursuant to clauses clause (i) and (ii)(x) above, payments of principal shall be allocated as follows (except as provided below): (a) follows: first, to REMIC I Regular interests I-1-A through I-52-B starting with the Holders lowest numerical denomination until the Uncertificated Balance of the each such REMIC I Regular Interest I-LT1is reduced to zero, 98.00% provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such remainder; REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) to a fraction, the Holders numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I-LT2, I until the Uncertificated Balance of such REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated is reduced to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainderzero; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) (1)(A) On each Distribution Date, the Trustee shall be deemed to apply the Available Distribution Amount for such date for the following amounts, purposes and in the following order of priority, shall be distributed by REMIC I : (i) to pay interest to REMIC II on account in respect of the various REMIC I Regular Interests, up to an amount equal to, and PRO RATA in accordance with, all Uncertificated Distributable Interests or withdrawn from the for each such REMIC I Regular Interest for such Distribution Account and distributed Date and, to the holders extent not previously deemed paid, for all prior Distribution Dates; (ii) to pay principal to REMIC II in respect of the Class R-various REMIC I CertificatesRegular Interests, up to an amount equal to, and PRO RATA in accordance with, in the case of each such REMIC I Regular Interest for such Distribution Date, the excess, if any, of the Uncertificated Principal Balance of such REMIC I Regular Interest outstanding immediately prior to such Distribution Date, over the Stated Principal Balance of the related Mortgage Loan or REO Loan, as the case may be:, that will be outstanding immediately following such Distribution Date; and (iiii) to reimburse REMIC II for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to the Holders of various REMIC I Regular Interests (other than Interests, up to an amount equal to, and PRO RATA in accordance with, the Loss Reimbursement Amount for each such REMIC I Regular Interest I-LTP), in an amount equal immediately prior to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first each Distribution Date, the Class R-I Certificates Trustee shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, pay to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datein accordance with Section 4.01(c), to the Holders of REMIC I Regular Intereststhat portion, in an amount equal to the remainder if any, of the Available Distribution Amount for such Distribution Date after the distributions made pursuant date that has not otherwise been deemed paid to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders REMIC II in respect of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) pursuant to the Holders foregoing provisions of this Section 4.01(a) (such portion, the "Class R-I Distribution Amount" for such Distribution Date). On each Distribution Date, the Trustee shall be deemed to apply each Prepayment Premium then on deposit in the Distribution Account and received during or prior to the related Collection Period, to pay additional interest to REMIC II in respect of the REMIC I Regular Interest I-LT2that relates to the Mortgage Loan or REO Loan, REMIC I Regular Interest I-LT3as the case may be, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of as to which such remainder, Prepayment Premium was received. All amounts (other than additional interest in the same proportion as principal payments are allocated form of Prepayment Premiums) deemed paid to the Corresponding Certificates; (c) to the Holders REMIC II in respect of the REMIC I Regular Interests pursuant to this Section 4.01(a) on any Distribution Date is hereinafter referred to as the "REMIC II Distribution Amount" for such date. (b) On each Distribution Date, the Trustee shall be deemed to apply 0.1% of the REMIC II Distribution Amount (such 0.1% thereof, the "Sub-REMIC II Distribution Amount") for such date for the following purposes and in the following order of priority: (i) to pay interest to REMIC III in respect of REMIC II Regular ▇▇▇▇▇▇▇▇▇ ▇- ▇, ▇-▇▇, ▇-▇▇, ▇▇▇, ▇▇▇ and X-1, up to an amount equal to, and PRO RATA in accordance with, (A) in the case of each of REMIC II Regular Interest I-LT6A-1, 1.00REMIC II Regular Interest A-2A and REMIC II Regular Interest A-2B, the amount of Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates, (B) in the case of each of REMIC II Regular Interest LG1 and REMIC II Regular Interest LG2, 0.1% of the amount of the Class X-2 Share of the Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates, and (C) in the case of REMIC II Regular Interest X-1, 0.1% of the amount of the Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (ii) to pay principal to REMIC III: (A) in respect of the Principal Distribution Amount for Loan Group 1 for such Distribution Date, first in respect of REMIC II Regular Interest A-1, second in respect of REMIC II Regular Interest A-2A, and third in respect of REMIC II Regular Interest A-2B, in each case, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) the remaining portion of an amount equal to 0.1% of such remainderPrincipal Distribution Amount; and (B) in respect of the Principal Distribution Amount for Loan Group 2 for such Distribution Date, first in respect of REMIC II Regular Interest A-2A, second in respect of REMIC II Regular ▇▇▇▇▇▇▇▇ ▇-▇▇, and third in respect of REMIC II Regular Interest A-1, in each case, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) the remaining portion of an amount equal to 0.1% of such Principal Distribution Amount; provided that, if the remaining portion of the Sub-REMIC II Distribution Amount for such Distribution Date that is distributable pursuant to this clause (ii), is less than 0.1% of the Aggregate Principal Distribution Amount for such date, payments pursuant to this clause (ii) in respect of the Principal Distribution Amounts with respect to the two Loan Groups shall be deemed made on a PRO RATA basis in accordance with the relative sizes of such Principal Distribution Amounts; (iii) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest A-1, REMIC II Regular Interest A-2A and REMIC II Regular Interest A-2B, up to an amount equal to, and PRO RATA as among such REMIC II Regular Interests in accordance with, the respective amounts of Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interests and for which no reimbursement has previously been deemed paid; and (div) to make payments to REMIC III in respect of REMIC II Regular Interests B, C, D, E, F, G and H as contemplated below; provided that, on each Distribution Date after the Holders aggregate of the Uncertificated Principal Balances of REMIC I II Regular Interests B, C, D, E, F, G and H has been reduced to zero, and in any event on the Final Distribution Date, the payments of principal to be deemed made pursuant to clause (ii) above, will be so deemed made to REMIC III in respect of REMIC II Regular Interests A-1, A-2A and A-2B, up to an amount equal to, and PRO RATA as among such REMIC II Regular Interests in accordance with, the respective then Uncertificated Principal Balances of such REMIC II Regular Interests, and without regard to the Principal Distribution Amounts with respect to the two Loan Groups for such date. On each Distribution Date, following the foregoing series of deemed payments, the Trustee shall be deemed to apply the remaining portion, if any, of the Sub-REMIC II Distribution Amount for such date that was deemed applied to such payments, for the following purposes and in the following order of priority: (i) to pay interest to REMIC III in respect of REMIC II Regular Interest IB, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (ii) to pay principal to REMIC III in respect of REMIC II Regular Interest B, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Date (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-LTP▇, $100 ▇- ▇▇ and A-2B on such Distribution Date); (iii) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest B, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (iv) to pay interest to REMIC III in respect of REMIC II Regular Interest C, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (v) to pay principal to REMIC III in respect of REMIC II Regular Interest C, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Date (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇ and B on such Distribution Date); (vi) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest C, up to an amount equal all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (vii) to pay interest to REMIC III in respect of REMIC II Regular Interest D, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (viii) to pay principal to REMIC III in respect of REMIC II Regular Interest D, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Date (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇, B and C on such Distribution Date); (ix) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest D, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (x) to pay interest to REMIC III in respect of REMIC II Regular Interest E, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (xi) to pay principal to REMIC III in respect of REMIC II Regular Interest E, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Date (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇, B, C and D on such Distribution Date); (xii) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest E, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (xiii) to pay interest to REMIC III in respect of REMIC II Regular Interest F, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (xiv) to pay principal to REMIC III in respect of REMIC II Regular Interest F, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Amount (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇, ▇, ▇, ▇ and E on such Distribution Date); (xv) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest F, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (xvi) to pay interest to REMIC III in respect of REMIC II Regular Interest G, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (xvii) to pay principal to REMIC III in respect of REMIC II Regular Interest G, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Amount (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇, B, C, D, E and F on such Distribution Date); (xviii) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest G, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid; (xix) to pay interest to REMIC III in respect of REMIC II Regular Interest H, up to an amount equal to all Uncertificated Distributable Interest in respect of such REMIC II Regular Interest for such Distribution Date and, to the extent not previously deemed paid, for all prior Distribution Dates; (xx) to pay principal to REMIC III in respect of REMIC II Regular Interest H, up to an amount equal to the lesser of (1) the then Uncertificated Principal Balance of such REMIC II Regular Interest and (2) an amount equal to 0.1% of the Aggregate Principal Distribution Amount for such Distribution Amount (net of any payments of principal deemed made to REMIC III in respect of REMIC II Regular Interests ▇-▇, ▇- ▇▇, ▇-▇▇, B, C, D, E, F and G on such Distribution Date); (xxi) to reimburse REMIC III for any Realized Losses and Additional Trust Fund Expenses previously deemed allocated to REMIC II Regular Interest H, up to an amount equal to all Realized Losses and Additional Trust Fund Expenses, if any, previously deemed allocated to such REMIC II Regular Interest and for which no reimbursement has previously been deemed paid. provided that, on the Final Distribution Date, the payments of principal to be deemed made pursuant to any of clauses (ii), (v), (viii), (xi), (xiv), (xvii) and (xx) above in respect of REMIC II Regular Interests B, C, D, E, F, G and H, will be so deemed made to REMIC III in respect of each such REMIC II Regular Interest, up to an amount equal to the then Uncertificated Principal Balance of such REMIC II Regular Interest, and without regard to the Principal Distribution Amounts with respect to the two Loan Groups for such date. On each Distribution Date, following the foregoing two series of deemed payments, the Trustee shall be deemed to apply the entire remaining REMIC II Distribution Amount (including, without limitation, any remaining portion of the Sub-REMIC II Distribution Amount) for such date not otherwise deemed applied to make such respective series of payments contemplated by the preceding two paragraphs, for the following purposes and in the following order of priority: (i) to pay interest to REMIC III in respect of REMIC II Regular Interests LG1, LG2 and X-1, up to an amount equal to, and PRO RATA in accordance with, all Uncertificated Distributable Interest in respect of each such REMIC II Regular Interest for such Distribution Date immediately following and, to the expiration extent not previously deemed paid, for all prior Distribution Dates (net of the latest Prepayment Charge term as identified any portion of such interest deemed paid on the Mortgage Loan Schedule or any such Distribution Date thereafter; provided, however, that 98.00% and 2.00% pursuant to the foregoing provisions of any this Section 4.01(a)); (ii) to pay principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.REM

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests Interest I-LTAIO1 and REMIC I Regular Interest I-LTAIO2 in an amount equal to (other than A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC I Regular Interest I-LT1, REMIC I Regular Interest I-LT2 and REMIC I Regular Interest I-LTP), in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; providedthereafter until $100 has been distributed pursuant to this clause; (iii) on each Distribution Date, howeverthe remainder of the Available Funds for such Distribution Date after the distributions made pursuant to clause (i) and clause (ii) above, that 98.00% and 2.00% of any principal payments that are attributable first, to a Overcollateralization Reduction Amount shall be allocated to the Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6LT2 until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, respectivelyand second, to the Holders of REMIC I Regular Interest I-LTAIO1 and REMIC I Regular Interest I-LTAIO2 until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero; and (iv) to the Holders of the Class R Certificates (in respect of the Class R-I Interest), any amounts remaining after the distributions pursuant to clauses (i) through (iii) above.

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Principal Distribution Amount for such date to the interest issued in respect of REMIC I, REMIC II and REMIC III as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Available Distribution Amount, first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LT-2, LT-3, LT-4, LT-5 and LT6, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC I Regular Interest LT-1 in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):in the following order of priority: (aA) to the Holders of the REMIC I Regular Interest I-LT1LT-1, 98.00% until the Uncertificated Principal Balance of such remainderREMIC I Regular Interest LT-1 is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2LT-2, until the Uncertificated Principal Balance of REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated LT-2 is reduced to the Corresponding Certificateszero; (cC) to the Holders of the Uncertificated REMIC I Regular Interest I-LT6LT-3, 1.00% until the Uncertificated Principal Balance of such remainder; andUncertificated REMIC I Regular Interest LT- 3 is reduced to zero; (dD) to the Holders of the Uncertificated REMIC I Regular Interest I-LTPLT-4, $100 on until the Distribution Date immediately following the expiration Uncertificated Principal Balance of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the Uncertificated REMIC I Regular Interest I-LT1 and LT- 4 is reduced to zero; (E) to the Holders of Uncertificated REMIC I Regular Interest ILT-5, until the Uncertificated Principal Balance of Uncertificated REMIC I Regular Interest LT- 5 is reduced to zero; (F) to the Holders of Uncertificated REMIC I Regular Interest LT-6, until the Uncertificated Principal Balance of Uncertificated REMIC I Regular Interest LT- 6 is reduced to zero; and (G) any remaining amount to the Holders of the Class R-LT6I Certificates. (2) On each Distribution Date, respectively.the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) first, to the extent of the Available Distribution Amount, to the Holders of REMIC II Regular Interest MT-IO, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates, and second, to the Holders of REMIC II Regular Interest MT-1, REMIC II Regular Interest MT-2, REMIC II Regular Interest MT-3, REMIC II Regular Interest MT-4, REMIC II Regular Interest MT-5, REMIC II Regular Interest MT-6, REMIC II Regular Interest MT-7, REMIC II Regular Interest MT-8, REMIC II Regular Interest MT-9 and REMIC II Regular Interest MT-10, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as

Distributions. (a) The REMIC Administrator shall elect that each of REMIC I, REMIC II, REMIC III, REMIC IV and REMIC V shall be treated as a REMIC under Section 860D of the Code. Any inconsistencies or ambiguities in this Agreement or in the administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC elections. The assets of REMIC I shall include the Mortgage Loans and all interest owing in respect of and principal due thereon, the Certificate Account, any REO Property, any proceeds of the foregoing and any other assets subject to this Agreement (1)(Aother than the Reserve Fund, the Swap Agreement and the Swap Account). The REMIC I Regular Interests shall constitute the assets of REMIC II. The REMIC II Regular Interests shall constitute the assets of REMIC III. The Class SB Interest shall constitute the assets of REMIC IV. The Class IO Interest shall constitute the assets of REMIC V. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests A-I and REMIC I Regular Interests I-1-A through I-60-B or withdrawn from the Distribution Certificate Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than each REMIC I Regular Interest IA-LTP)I and REMIC I Regular Interest I-1-A through I-60-B, pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interests I-1-A through I-60-B starting with the lowest numerical denomination until the Uncertificated Principal Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests and second, to the extent of any Overcollateralization Reduction Amount to REMIC 1 Regular Interest A-I until the Uncertificated Principal Balance of such REMIC 1 Regular Interest is reduced to zero. (c) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) to the Holders of REMIC II Regular Interest IO, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On . (ii) to the first extent of the Available Distribution Amount, reduced by distributions made pursuant to clause (i) above, to the Holders of each REMIC II Regular Interest (other than REMIC II Regular Interest IO), pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC II Regular Interests for such Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rateplus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the the REMIC I II Overcollateralized Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum REMIC II Regular Interest I-LT6 ZZ Maximum Uncertificated Accrued Interest Deferral Amount, and such amount will be payable to the Holders of REMIC II Regular Interest A-I-1, REMIC II Regular Interest A-I-2, REMIC II Regular Interest A-I-3, REMIC II Regular Interest A-II-1, REMIC II Regular Interest A-II-2, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest M-10 and REMIC II Regular Interest B-1, in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Class, and the Uncertificated Principal Balance of REMIC II Regular Interest I-ZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (yiii) on each Distribution Date, to the Holders of REMIC I II Regular Interests, Interests in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(xii) above, allocated as follows (except as provided below): ): (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00until the Uncertificated Principal Balance of each such REMIC II Regular Interest is reduced to zero; (B) 2.00% of such remainder; (b) , first, to the Holders of the REMIC I II Regular Interest IA-LT2I-1, REMIC I Regular Interest IA-LT3I-2, REMIC I Regular Interest IA-LT4 and REMIC I Regular Interest II-3, A-LT5II-▇, ▇-▇▇-▇, ▇-▇, ▇-2, M-3, M-4, M-5, M-▇, ▇-▇, ▇-▇, ▇-▇, ▇-▇▇ ▇▇▇ ▇-▇, ▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ amount equal to 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) Class for each such REMIC II Regular Interest, respectively, until the Uncertificated Principal Balance of each such REMIC II Regular Interest is reduced to zero; and, second, to the Holders of the REMIC I II Regular Interest I-LT6ZZ, 1.00% until the Uncertificated Principal Balance of such remainderREMIC II Regular Interest is reduced to zero; and and (dC) any remaining amounts to the Holders of the Class R-II Certificates. (d) On each Distribution Date, an amount equal to the amounts distributed pursuant to Sections 4.02(f) on such date shall be deemed distributed by REMIC I III to REMIC IV in respect of the Class SB Interest. (e) On each Distribution Date, 100% of the amounts deemed distributed on REMIC II Regular Interest I-LTPIO shall be deemed distributed by REMIC III to REMIC V in respect of the Class IO Interest. Such amounts shall be deemed distributed by REMIC V in respect of REMIC V Regular Interest IO for deposit into the Swap Account. (f) Subject to the provisions of Section 4.09(b), $100 on each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on the Distribution next preceding Record Date (other than as provided in Section 9.01 respecting the final distribution) either in immediately following available funds (by wire transfer or otherwise) to the expiration account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the latest Prepayment Charge term as identified Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(g)), in each case to the extent of the Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xxiv) below, to the extent of prepayment charges on deposit in the Certificate Account) and to the extent not covered by amounts on deposit in the Swap Account: (i) to the Class A Certificateholders, the Class A Interest Distribution Amount, with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Interest Distribution Amount; (iii) to the Class M-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2 Interest Distribution Amount; (iv) to the Class M-3 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3 Interest Distribution Amount; (v) to the Class M-4 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-4 Interest Distribution Amount; (vi) to the Class M-5 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-5 Interest Distribution Amount; (vii) to the Class M-6 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-6 Interest Distribution Amount; (viii) to the Class M-7 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-7 Interest Distribution Amount; (ix) to the Class M-8 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-8 Interest Distribution Amount; (x) to the Class M-9 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-9 Interest Distribution Amount; (xi) to the Class M-10 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-10 Interest Distribution Amount; (xii) to the Class B-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B-1 Interest Distribution Amount; (xiii) to the Class A, Class M and Class B Certificateholders, the Principal Distribution Amount (other than clauses (iv), (v) and (vi) of the definition thereof), in the order described in Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B Certificates have been reduced to zero; (xiv) to the Class A, Class M and Class B Certificateholders, from the Excess Cash Flow, an amount equal to the principal portion of Realized Losses on the Mortgage Loan Schedule Loans during the immediately preceding Due Period, such amount to be paid, first, from the portion of Excess Cash Flow other than Subsequent Recoveries and, second, from Subsequent Recoveries, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A Certificates and Class M Certificates have been reduced to zero; (xv) to the Class A, Class M and Class B Certificateholders, from the Available Distribution Amount remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses previously allocated to reduce the Certificate Principal Balance of any Class of the Class A, Class M and Class B Certificates and remaining unreimbursed, but only to the extent of Subsequent Recoveries for that Distribution Date remaining after the distributions described in clause (xiv) above, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B Certificates have been reduced to zero; (xvi) to the Class A, Class M and Class B Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of such Class A, Class M and Class B Certificates have been reduced to zero; (xvii) to the Class A, Class M and Class B Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto with respect to the Loans, to the extent not covered by Eligible Master Servicing Compensation on such Distribution Date; (xviii) to the Class A, Class M and Class B Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon; (xix) to make payments, from amounts otherwise payable to the Class SB Certificates (but in no event more than the Accrued Certificate Interest on such Class), (i) first, to the Reserve Fund to pay to the Class A, Class M and Class B Certificates the amount of any Class A, Class M or Class B Basis Risk Shortfall Carry-Forward Amount, as applicable, on such Classes of Certificates in the manner and order of priority set forth in Section 4.09(a) to the extent not covered by any payments under the Swap Agreement pursuant to Section 4.09(b), and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (xx) to the Class A, Class M and Class B Certificateholders on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to those Certificates with respect to such Distribution Date; (xxi) to the Class A, Class M and Class B Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, which amount shall be allocated first, to the Class A Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, and then sequentially, to the Class M-1, Class M-2, Class M-3, ▇▇▇▇▇ M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class B-1 Certificateholders in that order; (xxii) to the Swap Account for Payment to the Swap Counterparty, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund; (xxiii) to the Class SB Certificates, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Overcollateralization Reduction Amount for such Distribution Date; (xxiv) to the Class SB Certificates, the amount of any payments or collections consisting of prepayment charges received on the Mortgage Loans (which amounts shall not be included in the Available Distribution Amount) and, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, for any Distribution Date thereafterafter the Certificate Principal Balance of each Class A, Class M and Class B Certificate has been reduced to zero, an amount up to the Overcollateralization Amount; and (xxv) to the Class R-V Certificateholders, the balance, if any, of the Available Distribution Amount. (g) On each Distribution Date, the Principal Distribution Amount will be paid as follows: (i) the Class A Principal Distribution Amount shall be distributed as follows: (A) first, concurrently, (1) the Class A-I Principal Distribution Amount will be distributed sequentially, to the Class A-I-1, Class A-I-2 and Class A-I-3 Certificates, in that order, in each case until the Certificate Principal Balances thereof have been reduced to zero; and (2) the Class A-II Principal Distribution Amount will be distributed concurrently, to the Class A-II-1 Certificates and Class A-II-2 Certificates, on a pro rata basis, until the Certificate Principal Balance thereof has been reduced to zero; provided, however, that 98.00% if a Sequential Trigger Event is in effect, the Class A-II Principal Distribution Amount will be distributed sequentially to the Class A-II-1 Certificates and 2.00% of Class A-II-2 Certificates, in that order, in each case until the Certificate Principal Balance thereof has been reduced to zero, and (B) second, (1) any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC remaining Class A-I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.Principal Dis

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to Holders of REMIC I Regular Interest I and REMIC I Regular Interest I-1-A through I-53-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interests (other than Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after distributions made pursuant to clauses (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular Interests I-1-LTPA through I-53-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (b) to the Holders of REMIC I Regular Interest I-53-B, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the Holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be: (i) first to the Holders of REMIC II Regular Interest IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest AA, REMIC II Regular Interest A, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest ZZ and REMIC II Regular Interest P, pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 ZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I II Regular Interest A, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3 and REMIC II Regular Interest M-4 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC II Regular Interest ZZ shall be increased by such amount; (ii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00% until the Uncertificated Balance of such remainderREMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.002.00% of such remainder, first, to the Holders of REMIC II Regular Interest A, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3 and REMIC II Regular Interest M-4, 1% of and in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC II Regular Interests are reduced to zero and second to the Holders of REMIC II Regular Interest ZZ, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (cC) to the Holders of REMIC II Regular Interest P, (1) 100% of the Prepayment Charges deemed distributed on REMIC I Regular Interest II-53-LT6, 1.00% of such remainder; and B and (d2) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (D) any remaining amount to the Holders of the Class R Certificate, in respect of the Class R-II Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I II Regular Interest I-LT1 AA and REMIC I II Regular Interest I-LT6ZZ, respectively. (iii) Notwithstanding the distributions described in Section 5.01(c)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through (8) and Section 5.01(e). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Interest Remittance Amount remaining for such Distribution Date: first, to the Class A Certificate Insurer, the Premium for such Distribution Date; second, to the Supplemental Interest Trust, an amount equal to the sum of any Net Swap Payment owed to the Swap Provider and any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event (to the extent such amount has not been paid by the Securities Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); third, to the Holders of the Class A Certificates, the Senior Interest Distribution Amount allocable to the Class A Certificates; fourth, to the Class A Certificate Insurer, any reimbursement amounts owed to the Class A Certificate Insurer under the Insurance Agreement, the Policy or this Agreement; fifth, sequentially, to the Holders of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3 and Class M-4 Certificates, in that order, to the extent of the Interest Distribution Amount allocable to each such Class; and sixth, any such Interest Remittance Amount remaining after application pursuant to clauses first, second, third, fourth and fifth above will be applied as part of Net Monthly Excess Cashflow for such Distribution Date pursuant to Section 5.01(b)(5). (3) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: first, to the Class A Certificate Insurer, the amount owing to the Class A Certificate Insurer under the Insurance Agreement for the Premium to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Supplemental Interest Trust, an amount equal to the sum of any Net Swap Payment owed to the Swap Provider and any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date (to the extent such amount has not been paid by the Securities Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); third, to the Holders of the Class A Certificates until the Certificate Principal Balance of the Class A Certificates has been reduced to zero; fourth, to the Class A Certificate Insurer, to the extent not paid from the Interest Remittance Amount on such Distribution Date, any reimbursement amounts owed to the Class A Certificate Insurer under the Insurance Agreement, the Policy or this Agreement; and fifth, sequentially, to the Holders of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class M-3 and Class M-4 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (4) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: first, to the Class A Certificate Insurer, the amount owing to the Class A Certificate Insurer under the Insurance Agreement for the Premium to the extent not paid from the Interest Remittance Amount on such Distribution Date; second, to the Supplemental Interest Trust, an amount equal to the sum of any Net Swap Payment owed to the Swap Provider and any Swap Termination Payment owed to the Swap Provider not due to a Swap Provider Trigger Event to the extent not paid from the Interest Remittance Amount on such Distribution Date (to the extent such amount has not been paid by the Securities Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Supplemental Interest Trust Trustee); third, to the holders of the Class A Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Class A Certificate Insurer under clause first above and to the Supplemental Interest Trust under clause second above, and (y) the Class A Principal Distribution Amount, until the Certificate Principal Balance of the Class A Certificates has been reduced to zero;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10, REMIC I Regular Interest I-LTM11, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), pro rata, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LTM11, in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) to Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP, and REMIC I Regular Interest I-LTXX, pro rata, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates; (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount REMIC I Marker Allocation Percentage of the available funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (aA) 98.00% of such remainder to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00until the Uncertificated Balance of such Uncertificated REMIC I Regular Interest is reduced to zero; (B) 2.00% of such remainder; (b) , first, to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2A, REMIC I Regular Interest I-LT4 LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTM10 and REMIC I Regular Interest I-LT5LTM11, 1.001% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% until the Uncertificated Balance of such remainder; andREMIC I Regular Interest is reduced to zero; (dC) to the Holders of the REMIC I Regular Interest I-LTP, $100 all Prepayment Charges and on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; then (D) any remaining amount to the Holders of the Class R-I Interest, in respect of the Class R-I Interest; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of available funds for such Distribution Date after the distributions made pursuant to clause (ii) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation “GRP” equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation “SUB,” so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I-LTXX. (v) Notwithstanding the distributions described in Section 5.01(a)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(2) through (7) and Section 5.01(b). (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount remaining for such Distribution Date: first, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and second, concurrently, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, the Senior Interest Distribution Amount allocable to each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(a)(3) below, on a pro rata basis, based on the entitlement of each such Class. (3) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group II Interest Remittance Amount and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group II Interest Remittance Amount remaining for such Distribution Date: first, concurrently, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, the Senior Interest Distribution Amount allocable to each such Class, on a pro rata basis, based on the entitlement of each such Class; and second, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 5.01(a)(2) above. (4) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Interest Remittance Amount, and the Group II Interest Remittance Amount remaining after the distributions required by clauses (2) and (3) above and make the following disbursements and transfers in the order of priority described below, in each case to the extent of the Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining for such Distribution Date: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, the Interest Distribution Amount allocable to each such Class. (5) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, to the Holders of the Class A-1 Certificates, until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and second, sequentially, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(a)(5)(ii) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, sequentially, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; second, to the Holders of the Class A-1 Certificates, after taking into account the distribution of the Group I Principal Distribution Amount as described in Section 5.01(a)(5)(i) below, until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(a)(5)(i) and (ii) above shall be distributed in the following order of priority: sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class M-10 and Class M-11 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (6) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Securities Administrator shall withdraw from the Distribution Account to the extent on deposit therein an amount equal to the Group I Principal Distribution Amount and the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) The Group I Principal Distribution Amount shall be distributed in the following order of priority: first, to the Holders of the Class A-1 Certificates, the Class A-1 Principal Distribution Amount, until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and second, sequentially, to the Class A-2A, Class A-2B and Class A-2C Certificates, in that order, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 5.01(a)(6)(ii) below, up to an amount equal to the amount, if any, of the Class A-2 Principal Distribution Amount remaining unpaid on such Distribution Date, until the Certificate Principal Balance of each such Class has been reduced to zero. (ii) The Group II Principal Distribution Amount shall be distributed in the following order of priority: first, sequentially to the Class A-2A, Class A-2B and Class A-2C Certificates, the Class A-2 Principal Distribution Amount, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; and second, to the Holders of the Class A-1 Certificates, after taking into account the distribution of the Group I Principal Distribution Amount pursuant to Section 5.01(a)(6)(i) above, up to an amount equal to the amount, if any, of the Class A-1 Principal Distribution Amount remaining unpaid on such Distribution Date, until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero. (iii) The Principal Distribution Amount remaining after distributions pursuant to Sections 5.01(a)(6)(i) and (ii) above shall be distributed in the following order of priority: first, to the Holders of the Class M-1 Certificates, the lesser of (x) the remaining Principal Distribution Amount and (y) the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; second, to the Holders of the Class M-2 Certificates, the lesser of (x) the excess of (i) the remaining Principal Distribution Amount over (ii) the amounts distributed to the Holders of the Class M-1 Certificates under clause first above, and (y) the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; third, to the Holders of the Class M-3 Certificates, the lesser of (x) the excess of (i) the remaining Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class M-1 Certificates under clause first above and to the Holders of the Class M-2 Certificates under clause second above, and

Distributions. (a) The REMIC Administrator shall elect that each of REMIC I, REMIC II, REMIC III, REMIC IV and REMIC V shall be treated as a REMIC under Section 860D of the Code. Any inconsistencies or ambiguities in this Agreement or in the administration of this Agreement shall be resolved in a manner that preserves the validity of such REMIC elections. The assets of REMIC I shall include the Mortgage Loans and all interest owing in respect of and principal due thereon, the Certificate Account, any REO Property, any proceeds of the foregoing and any other assets subject to this Agreement (1)(Aother than the Reserve Fund, the Swap Agreement, the Swap Account and any rights or obligations in respect of the Swap Administration Agreement). The REMIC I Regular Interests shall constitute the assets of REMIC II. The REMIC II Regular Interests shall constitute the assets of REMIC III. The Class SB Interest shall constitute the assets of REMIC IV. The Class IO Interest shall constitute the assets of REMIC V. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests A-I and REMIC I Regular Interests I-1-A through I-60-B or withdrawn from the Distribution Certificate Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests (other than each REMIC I Regular Interest IA-LTP)I and REMIC I Regular Interest I-1-A through I-60-B, pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interests I-1-A through I-60-B starting with the lowest numerical denomination until the Uncertificated Principal Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests and second, to the extent of any Overcollateralization Reduction Amount to REMIC 1 Regular Interest A-I until the Uncertificated Principal Balance of such REMIC 1 Regular Interest is reduced to zero. (c) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) to the Holders of REMIC II Regular Interest IO, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On . (ii) to the first extent of the Available Distribution Amount, reduced by distributions made pursuant to clause (i) above, to the Holders of each REMIC II Regular Interest (other than REMIC II Regular Interest IO), pro rata, in an amount equal to (A) Uncertificated Accrued Interest for such REMIC II Regular Interests for such Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rateplus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I II Regular Interest I-LT6 ZZ shall be reduced when the REMIC I II Overcollateralized Amount is less than the REMIC I II Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum REMIC II Regular Interest I-LT6 ZZ Maximum Uncertificated Accrued Interest Deferral Amount, and such amount will be payable to the Holders of REMIC II Regular Interest A-1, REMIC II Regular Interest A-2, REMIC II Regular Interest A-3, REMIC II Regular Interest A-4, REMIC II Regular Interest A-II, REMIC II Regular Interest M-1, REMIC II Regular Interest M-2, REMIC II Regular Interest M-3, REMIC II Regular Interest M-4, REMIC II Regular Interest M-5, REMIC II Regular Interest M-6, REMIC II Regular Interest M-7, REMIC II Regular Interest M-8, REMIC II Regular Interest M-9, REMIC II Regular Interest B-1 and REMIC II Regular Interest B-2 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Class, and the Uncertificated Principal Balance of REMIC II Regular Interest I-ZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (yiii) on each Distribution Date, to the Holders of REMIC I II Regular Interests, Interests in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(xii) above, allocated as follows (except as provided below): ): (aA) 98.00% of such remainder to the Holders of the REMIC I II Regular Interest I-LT1AA, 98.00until the Uncertificated Principal Balance of each such REMIC II Regular Interest is reduced to zero; (B) 2.00% of such remainder; (b) , first, to the Holders of the REMIC I II Regular Interest IA-1, A-2, A-3, A-4, ▇-LT2▇▇, REMIC I Regular Interest I▇-LT3▇, REMIC I Regular Interest I▇-LT4 and REMIC I Regular Interest I▇, ▇-LT5▇, M-4, M-5, M-6, M-7, ▇-▇, ▇-▇, ▇-▇ ▇▇▇ ▇-▇, ▇▇ ▇▇ ▇▇▇▇egate amount equal to 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) Class for each such REMIC II Regular Interest, respectively, until the Uncertificated Principal Balance of each such REMIC II Regular Interest is reduced to zero; and, second, to the Holders of the REMIC I II Regular Interest I-LT6ZZ, 1.00% until the Uncertificated Principal Balance of such remainderREMIC II Regular Interest is reduced to zero; and and (dC) any remaining amounts to the Holders of the Class R-II Certificates. (d) On each Distribution Date, an amount equal to the amounts distributed pursuant to Sections 4.02(f) on such date shall be deemed distributed by REMIC I III to REMIC IV in respect of the Class SB Interest. (e) On each Distribution Date, 100% of the amounts deemed distributed on REMIC II Regular Interest I-LTPIO shall be deemed distributed by REMIC III to REMIC V in respect of the Class IO Interest. Such amounts shall be deemed distributed by REMIC V in respect of REMIC V Regular Interest IO for deposit into the Swap Account. (f) Subject to the provisions of Section 4.09(b), $100 on each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on the Distribution next preceding Record Date (other than as provided in Section 9.01 respecting the final distribution) either in immediately following available funds (by wire transfer or otherwise) to the expiration account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the latest Prepayment Charge term as identified Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(g)), in each case to the extent of the Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xxiv) below, to the extent of prepayment charges on deposit in the Certificate Account) and to the extent not covered by amounts on deposit in the Swap Account: (i) to the Class A Certificateholders, the Class A Interest Distribution Amount, with such amount allocated among the Class A Certificateholders on a pro rata basis; (ii) to the Class M-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1 Interest Distribution Amount; (iii) to the Class M-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2 Interest Distribution Amount; (iv) to the Class M-3 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3 Interest Distribution Amount; (v) to the Class M-4 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-4 Interest Distribution Amount; (vi) to the Class M-5 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-5 Interest Distribution Amount; (vii) to the Class M-6 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-6 Interest Distribution Amount; (viii) to the Class M-7 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-7 Interest Distribution Amount; (ix) to the Class M-8 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-8 Interest Distribution Amount; (x) to the Class M-9 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-9 Interest Distribution Amount; (xi) to the Class B-1 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B-1 Interest Distribution Amount; (xii) to the Class B-2 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B-2 Interest Distribution Amount; (xiii) to the Class A, Class M and Class B Certificateholders, the Principal Distribution Amount (other than clauses (iv), (v) and (vi) of the definition thereof), in the order described in Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B Certificates have been reduced to zero; (xiv) to the Class A, Class M and Class B Certificateholders, from the Excess Cash Flow, an amount equal to the principal portion of Realized Losses on the Mortgage Loan Schedule Loans during the immediately preceding Due Period, such amount to be paid, first, from the portion of Excess Cash Flow other than Subsequent Recoveries and, second, from Subsequent Recoveries, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A Certificates and Class M Certificates have been reduced to zero; (xv) to the Class A, Class M and Class B Certificateholders, from the Available Distribution Amount remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses previously allocated to reduce the Certificate Principal Balance of any Class of the Class A, Class M and Class B Certificates and remaining unreimbursed, but only to the extent of Subsequent Recoveries for that Distribution Date remaining after the distributions described in clause (xv) above, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of the Class A, Class M and Class B Certificates have been reduced to zero; (xvi) to the Class A, Class M and Class B Certificateholders, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Principal Distribution Amount and paid in accordance with Section 4.02(g) hereof, until the Certificate Principal Balances of such Class A, Class M and Class B Certificates have been reduced to zero; (xvii) to the Class A, Class M and Class B Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto with respect to the Loans, to the extent not covered by Eligible Master Servicing Compensation on such Distribution Date; 104 (xviii) to the Class A, Class M and Class B Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon; (xix) to make payments, from amounts otherwise payable to the Class SB Certificates (but in no event more than the Accrued Certificate Interest on such Class), (i) first, to the Reserve Fund to pay to the Class A, Class M and Class B Certificates the amount of any Class A, Class M or Class B Basis Risk Shortfall Carry-Forward Amount, as applicable, on such Classes of Certificates in the manner and order of priority set forth in Section 4.09(a) to the extent not covered by any payments under the Swap Agreement pursuant to Section 4.09(b), and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (xx) to the Class A, Class M and Class B Certificateholders on a pro rata basis, based on the amount of Relief Act Shortfalls allocated thereto, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the amount of any Relief Act Shortfalls allocated to those Certificates with respect to such Distribution Date; (xxi) to the Class A, Class M and Class B Certificateholders, from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, the principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, which amount shall be allocated first, to the Class A Certificateholders on a pro rata basis, based on their respective principal portion of any Realized Losses previously allocated to those Certificates and remaining unreimbursed, and then sequentially, to the Class M-1, Class M-2, Clas▇ ▇-▇, Class M-4, Class M-5, Class M-6, Class M-7, Class M-8, Class M-9, Class B-1 and Class B-2 Certificateholders in that order; (xxii) to the Swap Account for Payment to the Swap Counterparty, any Swap Termination Payments due to a Swap Provider Trigger Event owed by the Trust Fund; (xxiii) to the Class SB Certificates, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Overcollateralization Reduction Amount for such Distribution Date; (xxiv) to the Class SB Certificates, the amount of any payments or collections consisting of prepayment charges received on the Mortgage Loans (which amounts shall not be included in the Available Distribution Amount) and, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, for any Distribution Date thereafterafter the Certificate Principal Balance of each Class A, Class M and Class B Certificate has been reduced to zero, an amount up to the Overcollateralization Amount; providedand (xxv) to the Class R-V Certificateholders, howeverthe balance, that 98.00% and 2.00% if any, of any principal payments that are attributable to a Overcollateralization Reduction the Available Distribution Amount. (g) On each Distribution Date, the Principal Distribution Amount will be paid as follows: (i) the Class A Principal Distribution Amount shall be allocated distributed as follows: (A) first, concurrently, (1) the Class A-I Principal Distribution Amount will be distributed sequentially, to Holders of the REMIC Class A-I-1, Class A-I-2, Class A-I-3 and Class A-I-4 Certificates, in each case until the Certificate Principal Balances thereof have been reduced to zero; and (2) the Class A-II Principal Distribution Amount will be distributed to the Class A-II Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (B) second, any remaining Class A-I Regular Interest IPrincipal Distribution Amount will be distributed to the Class A-LT1 II Certificates, until the Certificate Principal Balance thereof has been reduced to zero, and REMIC I Regular Interest Iany remaining Class A-LT6II Principal Distribution Amount will be distributed sequentially, respectively.to the Class A-I-1, Class A-I-2, Class A-I-3 and Class A-I-4 Certificates, in each case until the Certi

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Group I Principal Distribution Amount and Group II Principal Distribution Amount for such date to the interests issued in respect of REMIC I, REMIC II, REMIC III and REMIC IV as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II III on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Group I Available Distribution Amounts, first, to the Holders of REMIC I Regular Interest LT-A-2 through REMIC I Regular Interest LT-A-31, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC I Regular Interest LT-A-1 in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC I Regular Interests Interests, in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (other than i) above, allocated in the following order of priority: (A) to the Holders of REMIC I Regular Interest LT-A-1, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-A-1 is reduced to zero; (B) to the Holders of REMIC I Regular Interest LT-A-2 through REMIC I Regular Interest LT-A-31, sequentially, until the Uncertificated Principal Balance of each such REMIC I Regular Interest is reduced to zero; (C) any remaining amount to the Holders of the Class R-I Certificates. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: 107 (i) to the extent of the Group II Available Distribution Amounts, first, to the Holders of REMIC II Regular Interest LT-B-2 through REMIC I Regular Interest LT-B-25, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC II Regular Interest LT-B-1 in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Group II Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, allocated in the following order of priority: (A) to the Holders of REMIC II Regular Interest LT-B-1, until the Uncertificated Principal Balance of REMIC II Regular Interest LT-B-1 is reduced to zero; (B) to the Holders of REMIC II Regular Interest LT-B-2 through REMIC II Regular Interest LT-B-25, sequentially, until the Uncertificated Principal Balance of each such REMIC II Regular Interest is reduced to zero; (C) any remaining amount to the Holders of the Class R-II Certificates. (3) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC III to REMIC IV on account of the REMIC III Regular Interests: (i) to the extent of the Group I Available Distribution Amount, first, to the Holders of REMIC III Regular Interest MT-AIO-1 in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates, and second, to the Holders of REMIC III Regular Interest MT-A-I-LTP)AA, REMIC III Regular Interest MT-A-I-1, REMIC III Regular Interest MT-A-I-2, REMIC III Regular Interest MT-A-I-3, REMIC III Regular Interest MT-A-I-4, REMIC III Regular Interest MT-A-I-5, REMIC III Regular Interest MT-A-I-6 and REMIC III Regular Interest MT-A-I-ZZ, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I III Regular Interest MT-A-I-LT6 ZZ shall be reduced when the REMIC III Group I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and108 (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC III Group I Regular InterestsInterests (other than REMIC III Regular Interest MT-AIO-1), in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I III Regular Interest MT-A-I-LT1AA, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I III Regular Interest IMT-LT2A-I-1, REMIC I Regular Interest IMT-LT3A-I-2, REMIC I Regular Interest IMT-LT4 A-I-3, MT-A-I-4, MT-A-I-5 and REMIC I Regular Interest IMT-LT5A-I-6, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Class A-I-1 Certificates; , Class A-I- 2 Certificates, Class A-I-3 Certificates, Class A-I-4 Certificates, Class A-I-5 Certificates and Class A-1-6 Certificates, respectively, until the Uncertificated Principal Balance of each such REMIC III Regular Interest is reduced to zero; (cC) to the Holders of the REMIC I III Regular Interest IMT-LT6A-I- ZZ, 1.00% of such remainderremainder until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; and and (dD) any remaining amounts to the Holders of the REMIC I Regular Interest IClass R-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterIII Certificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Group I Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I III Regular Interest MT-A-I-LT1 AA and REMIC I III Regular Interest MT-A-I-LT6ZZ, respectively. (iii) to the extent of the Group II Available Distribution Amount, first, to the Holders of REMIC III Regular Interest MT-AIO-2 in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates, and second, to the Holders of REMIC III Regular Interest MT-A-II-AA, REMIC III Regular Interest MT-A-II-1 and REMIC III Regular Interest MT-A-II-ZZ, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC III Regular Interest MT-A-II-ZZ shall be reduced when the REMIC III Group II Overcollateralization Amount is less than the REMIC III Group II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC III Group II Regular Interest MT-A-II-ZZ Maximum Interest Deferral Amount, and such amount will be payable to the Holders of REMIC III Regular Interest MT-A-II in an amount equal to the amount of Group II Overcollateralization Increase Amount allocated to the Class A-II Certificates, and (iv) on each Distribution Date, to the Holders of REMIC III Group II Regular Interests (other than REMIC III Regular Interest MT-AIO-2), in an amount equal to the remainder of the Group II Available Distribution Amount after the distributions made pursuant to clause (iii) above, allocated as follows (except as provided below): (A) to the Holders of the REMIC III Regular 109 Interest MT-A-II-AA, 98.00% of such remainder until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; (B) to the Holders of the REMIC III Regular Interest MT-A-II-1, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Class A-II Certificates, (C) to the Holders of the REMIC III Regular Interest MT-A-II-ZZ, 1.00% of such remainder; and (D) any remaining amounts to the Holders of the Class R-III Certificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Group II Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC III Regular Interest MT-A-II-AA and REMIC III Regular Interest MT-A-II-ZZ, respectively. (4) Notwithstanding the distributions on the REMIC Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c) and (d). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the Group I Available Distribution Amount (or, with respect to clause (xv) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A-I Certificateholders and to the Group I A-IO Component, the related Accrued Certificate Interest payable on such Certificates or Component with respect to such Distribution Date, plus any related Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any related Prepayment Interest Shortfalls on the Group I Loans, to the extent not covered by Compensating Interest pursuant to Section 3.16; (ii) to the Class A-I Certificateholders, the Group I Principal Distribution Amount (other than with respect to clauses (iv) and (v) of the definition thereof), which amount shall be allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates has been reduced to zero; (iii) to the Class A-I Certificateholders, from the Group I Excess Cash Flow, an amount equal to the Realized Losses (other than Group I Excess Losses) on the Group I Loans during the immediately preceding Due Period, which amount shall be included in the Group I Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of each Class of Class A-I Certificates has been reduced to zero; 110 (iv) to the Class A-II Certificateholders and to the Group II A-IO Component, from the Group I Available Distribution Amount remaining after the foregoing distributions, an amount equal to the Realized Losses (other than Group II Excess Losses) on the Group II Loans during the immediately preceding Due Period, to the extent not covered by distributions of the Group II Excess Cash Flow pursuant to Section 4.02(d)(iii), until the Certificate Principal Balance of the Class A-II Certificates has been reduced to zero; (v) to the Certificate Insurer, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Group I Cumulative Insurance Payments; (vi) to the Certificate Insurer, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Group II Cumulative Insurance Payments, to the extent not covered by Group II Excess Cash Flow; (vii) to the Class A-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date, until the aggregate Certificate Principal Balance of the Class A-II Certificates has been reduced to zero, but only to the extent (A) the aggregate Certificate Principal Balances of the Class A-II Certificates immediately prior to such Distribution Date exceeded the aggregate Stated Principal Balance of the Group II Loans at the end of the immediately preceding Due Period, and (B) not covered by distributions of the Group II Excess Cash Flow pursuant to Section 4.02(d)(viii), which amount shall be included in the Group II Principal Distribution Amount, until the aggregate Certificate Principal Balance of each Class of Class A-II Certificates has been reduced to zero; (viii) commencing on the Distribution Date in April 2003, to the Class A-I Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount, which amount shall be included in the Group I Principal Distribution Amount and allocated in the manner and priority set forth in Section 4.02(e) below, until the aggregate Certificate Principal Balance of the Class A-I Certificates has been reduced to zero; (ix) to the Class A-I Certificateholders and to the Group I A-IO Component from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any related Prepayment Interest Shortfalls with respect to the Group I Loans for that Distribution Date, to the extent not covered by Compensating Interest on such Distribution Date, which amount shall be allocated to the Class A-I Certificateholders and to the Group I A-IO Component on a pro rata basis, based on the amount of Accrued Certificate Interest thereon for such Distribution Date; (x) to the Class A-II Certificateholders and to the Group II A-IO Component from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any related Prepayment Interest Shortfalls with respect to the Group II Loans for that Distribution Date, to the extent not covered by Compensating Interest and Group II Excess Cash Flow on such Distribution Date, which amount shall be allocated to the Class A-II Certificateholders and to the Group II A-IO Component on a pro rata basis, based on the amount of Accrued Certificate Interest thereon for such Distribution Date; (xi) to the Class A-I Certificateholders and to the Group I A-IO Component from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon, which amount shall be allocated to the Class A-I Certificateholders and to the Group I A-IO Component on a pro rata basis, based on the amount of Prepayment Interest Shortfalls remaining unpaid; (xii) to the Class A-II Certificateholders and to the Group II A-IO Component from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon, which will repaid to the Class A-II Certificateholders and to the Group II A-IO Component on a pro rata basis, based on the amount of Prepayment Interest Shortfalls remaining unpaid, to the extent not covered by the Group II Excess Cash Flow; (xiii) to make payments, in respect of the Group I Overcollateralization Reduction Amount, (i) first, to the extent not covered by payments from the Group II Excess Cash Flow pursuant to Section 4.02(d)(xiii) or 4.02(d)(xiv), to the Basis Risk Shortfall Reserve Fund to pay to the Class A-II Certificates the amount of any Basis Risk Shortfall Carry-Forward Amount on such Certifica

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (i1) to the Holders of REMIC I Regular Interests (other than Interest I, and each of REMIC I Regular Interest II-1-LTP)A through I-53-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On . (2) to the first Distribution Dateextent of amounts remaining after the distributions made pursuant to clause (i) above, the Class R-I Certificates payments of principal shall be entitled allocated as follows: first, to interest accrued on its Certificate Principal REMIC I Regular interests I-1-A through I-53-B starting with the lowest numerical denomination until the Uncertificated Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of each such REMIC I Regular Interest I-LT6 is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be reduced when the allocated pro rata between such REMIC I Overcollateralized Amount Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is less than the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Required Overcollateralized Amount, by Regular Interest I until the lesser of (x) the amount Uncertificated Balance of such difference and (y) the Maximum I-LT6 Uncertificated REMIC I Regular Interest Deferral Amountis reduced to zero; and (ii3) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, Interest (A) all amounts representing Prepayment Charges in an amount equal to the remainder respect of the Available Distribution Amount for such Distribution Date after Mortgage Loans received during the distributions made pursuant to clauses (i) related Prepayment Period and (ii)(xB) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable thereafter until $100 has been distributed pursuant to a Overcollateralization Reduction Amount shall be allocated this clause. With respect to the Group II Mortgage Loans: (1) to Holders of the REMIC I Regular Interest I-LT1 I and each of REMIC I Regular Interest III-1-LT6A through II-53-B, respectivelypro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest I. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I shall not reduce the Uncertificated Balance thereof. (b) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC II Regular Interests and distributed to the Holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be:

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4 and REMIC I Regular Interest I-LTM5 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA, REMIC I Regular Interest I-LT3LTM1, REMIC I Regular Interest I-LT4 LTM2, REMIC I Regular Interest I- LTM3, REMIC I Regular Interest I-LTM4 and REMIC I Regular Interest I-LT5LTM5, 1.00% of such remainderremainder (less the amount payable in clause (d) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; andthen (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (e) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (2) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A Certificates, an amount equal to the Senior Interest Distribution Amount allocable to the Class A Certificates; (ii) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (iii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iv) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (v) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; and (vi) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates. (3) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (A) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority; (i) to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (vi) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (B) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Principal Distribution Amount shall be distributed in the following order of priority; (i) the Class A Principal Distribution Amount shall be distributed to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) the Class M-1 Principal Distribution Amount shall be distributed to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) the Class M-2 Principal Distribution Amount shall be distributed to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) the Class M-3 Principal Distribution Amount shall be distributed to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) the Class M-4 Principal Distribution Amount shall be distributed to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (vi) the Class M-5 Principal Distribution Amount shall be distributed to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (4) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed by the Trustee as follows: (i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, as part of the Principal Distribution Amount in an amount equal to the Overcollateralization Increase Amount for the Certificates, applied to reduce the Certificate Principal Balance of such Certificates until the aggregate Certificate Principal Balance of such Certificates is reduced to zero; (ii) to the Holders of the Class M-1 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iii) to the Holders of the Class M-2 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iv) to the Holders of the Class M-3 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (v) to the Holders of the Class M-4 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (vi) to the Holders of the Class M-5 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (vii) to the Holders of the Class A Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (viii) to the Holders of the Class M-1 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (ix) to the Holders of the Class M-2 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (x) to the Holders of the Class M-3 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (xi) to the Holders of the Class M-4 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (xii) to the Holders of the Class M-5 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (xiii) to the Net WAC Rate Carryover Reserve Account, the amount required by Section 3.27(b); (xiv) to the Holders of the Class CE Certificates the Interest Distribution Amount and any remaining Overcollateralization Reduction Amount for such Distribution Date; and (xv) to the Holders of the Class R Certificates, any remaining amounts; provided that if such Distribution Date is the Distribution Date immediately following the expiration of the latest Prepayment Charge term on a Mortgage Loan as identified on the Mortgage Loan Schedule or any Distribution Date thereafter, then any such remaining amounts will be distributed first, to the Holders of the Class P Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and second, to the Holders of the Class R Certificates. On each Distribution Date, after making the distributions of the Available Distribution Amount as set forth above, the Trustee will FIRST, withdraw from the Net WAC Rate Carryover Reserve Account all income from the investment of funds in the Net WAC Rate Carryover Reserve Account and distribute such amount to the Class CE Certificates, and SECOND, withdraw from the Net WAC Rate Carryover Reserve Account, to the extent of amounts remaining on deposit therein, the amount of any Net WAC Rate Carryover Amount with respect to the Class A Certificates and the Mezzanine Certificates for such Distribution Date and distribute such amount FIRST, to the Class A Certificates; SECOND, to the Class M-1 Certificates, THIRD, to the Class M-2 Certificates, FOURTH, to the Class M-3 Certificates, FIFTH, to the Class M-4 Certificates and SIXTH, to the Class M-5 Certificates, in each case to the extent such Net WAC Carryover Amount is allocable to each such Class. With respect to any distributions to be made on the Class M-3 Certificates, the Class M-4 Certificates, the Class M-5 Certificates, the Class CE Certificates or the Class P Certificates pursuant to Section 4.01(a)(2), (3) or (4) such distributions will be made first, on the Class M-3 Interest, the Class M-4 Interest, the Class M-5 Interest, the Class CE Interest or the Class P Interest, as applicable, and then, on the related Class of Certificates. (b) On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer in connection with the Principal Prepayment of any of the Mortgage Loans or any Servicer Prepayment Charge Payment Amount and shall distribute such amounts to the Holders of the Class P Interest. Such distributions shall not be applied to reduce the Certificate Principal Balance of the Class P Interest. (c) All distributions made with respect to each Class of Certificates on each Distribution Date shall be allocated PRO RATA among the outstanding Certificates in such Class based on their respective Percentage Interests. Payments in respect of each Class of Certificates on each Distribution Date shall be made to the Holders of the respective Class of record on the related Record Date (except as otherwise provided in Section 4.01(e) or Section 9.01 respecting the final distribution on such Class), based on the aggregate Percentage Interest represented by their respective Certificates, and shall be made by wire transfer of immediately available funds to the account of any such Holder at a bank or other entity having appropriate facilities therefor, if such Holder shall have so notified the Trustee in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date, or otherwise by check mailed by first class mail to the address of such Holder appearing in the Certificate Register. The final distribution on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Trustee maintained for such purpose pursuant to Section 8.12 or such other location specified in the notice to Certificateholders of such final distribution. Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, as Holder thereof, and the Depository shall be responsible for crediting 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 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. None of the Trustee, the Depositor or the Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. (d) The rights of the Certificateholders to receive distributions in respect of the Certificates, and all interests of the Certificateholders in such distributions, shall be as set forth in this Agreement. None of the Holders of any Class of Certificates, the Trustee or the Servicer shall in any way be responsible or liable to the Holders of any other Class of Certificates in respect of amounts properly previously distributed on the Certificates. (e) Except as otherwise provided in Section 9.01, 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 three (3) days before the related Distribution Date (to the extent that an accurate Remittance Report is received in a timely manner by the Trustee), mail to each Holder 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 Trustee therein specified, and (ii) no interest shall accrue on such Certificates from and after the end of the related Interest Accrual Period. Any funds not distributed to 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 in trust by the Trustee and credited to the account of the appropriate non-tendering Holder or Holders. If any Certificates as to which notice has been given pursuant to this Section 4.01(e) 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

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amount will be payable to the Holders of REMIC Regular Interest I-LTA1, REMIC I Regular Interest I- LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I- LTM4 and REMIC I Regular Interest I-LTM5 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest I-LTZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I- LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4 and REMIC I Regular Interest I-LT5LTM5, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 LTP, until $100 has been distributed pursuant to this clause. Notwithstanding the priorities and REMIC I Regular amounts of distribution of funds pursuant to this Section 4.01(a)(1), actual distributions of Available Funds shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (2) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Interest I-LT6Remittance Amount and distribute the following amounts, respectivelyin the following order of priority: (i) to the Certificate Insurer, the Premium for such Distribution Date; (ii) concurrently, to the Holders of the Class A-1, Class A-2 and Class A-3 Certificates, on a PRO RATA basis, based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; and (iii) to the Certificate Insurer, any Reimbursement Amounts owing to the Certificate Insurer and any other amounts owing to the Certificate Insurer under the Insurance Agreement with respect to the Class A Certificates. (iv) sequentially to the Class M-1, Class M-2, Class M-3, ▇▇▇▇▇ ▇-4 and Class M- 5 Certificates, in that order, in an amount equal to the Interest Distribution Amount for each such Class.

Distributions. Except as otherwise provided in Section 14.3 hereof with respect to Distributions to be made upon the dissolution and liquidation of the Company: (a) (1)(A) On each Distribution DateExcept as otherwise agreed by Supermajority Member Vote, the following amountsCompany shall within twenty (20) days after the end of each calendar quarter, distribute the Net Cash Flow with respect to such calendar quarter in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beorder: (i) to the Holders of REMIC I Regular Interests FIRST, TO THE CLASS B MEMBERS IN AN AMOUNT EQUAL TO THE CLASS B PRIORITY RETURN FOR SUCH QUARTER (other than REMIC I Regular Interest I-LTPAND PRORATED FOR ANY PARTIAL QUARTER), in an amount equal to AS SET FORTH IN SCHEDULE 9.1, ATTACHED HERETO AND INCORPORATED HEREIN, ALONG WITH ANY ACCRUED AND UNPAID CLASS B PRIORITY RETURN FROM PREVIOUS PERIODS PLUS A DEFERRAL CHARGE ON SUCH ACCRUED AND UNPAID CLASS B PRIORITY RETURN AT TEN PERCENT (A10%) the Uncertificated Interest for such Distribution DatePER ANNUM. [SCHEDULE TO REFLECT AN AMOUNT WHICH IS 85% OF PROJECTED PROFIT TO THE COMPANY], plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; andAND (ii) SECOND, TO THE CLASS A MEMBERS IN AN AMOUNT EQUAL TO THE CLASS A PRIORITY RETURN FOR SUCH QUARTER (xAND PRORATED FOR ANY PARTIAL QUARTER), AS SET FORTH IN SCHEDULE 9.1, ALONG WITH ANY ACCRUED AND UNPAID CLASS A PRIORITY RETURN FROM PREVIOUS PERIODS PLUS A DEFERRAL CHARGE ON SUCH ACCRUED AND UNPAID CLASS A PRIORITY RETURN AT TEN PERCENT (10%) on the first Distribution DatePER ANNUM, to the Holders of the Class R-I CertificatesAND [SCHEDULE TO REFLECT AN AMOUNT EQUAL TO 15% OF PROJECTED PROFIT TO THE COMPANY], the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below):AND (aiii) to the Holders of the REMIC I Regular Interest I-LT1FINALLY, 98.00% of such remainder;ANY REMAINING NET CASH FLOW TO THE MEMBERS IN PROPORTION TO THEIR RESPECTIVE MEMBERSHIP INTERESTS. (b) In the case of a sale of substantially all of the Company's assets or a sale of Membership Interests by a Member, including, but not limited to, exercise of the "Put Option" or the "Call Option" under that certain Put- Call Option Agreement of even date herewith, by and between the Initial Members (the "Put-Call Option Agreement"), the Company shall make any and all Distributions in accordance with Section 9.1(a) to the Holders Members as of the REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% date immediately preceding the closing of any such remainder, in sale from the same proportion as principal payments are allocated to available Net Cash Flow of the Corresponding Certificates;Company through such date. (c) The Company shall deduct from any Distributions otherwise payable hereunder to a Member any amounts due to the Holders Company from such Member. Any waiver of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to this provision shall require a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelySupermajority Member Vote.

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Principal Distribution Amount (exclusive of amounts included therein received as payments on the Hedge Agreement) and the Insured Payment, if any, for such date to the interest issued in respect of REMIC I, REMIC II and REMIC III as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) first, (1) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTB, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and (2) to the Holders of the REMIC I Regular Interests LTB, any prepayment charges received on the Mortgage Loans during the related Prepayment Period; and second, (2) to Holders of REMIC I Regular Interest LTA in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) above, allocated in the following order of priority: (A) to the Holders of REMIC I Regular Interest LTA, until the Uncertificated Principal Balance of REMIC I Regular Interest LTA is reduced to zero; (B) to the Holders of REMIC I Regular Interests LTB sequentially in the order of their numerical designation, until the Uncertificated Principal Balance of each successive REMIC I Regular Interest LTB is reduced to zero; and (C) any remaining amount to the Holders of the Class R-I Certificates. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) first, (1) to the extent of the Available Distribution Amount, to the Holders of REMIC II Regular Interests LTA-IO, in an amount equal to (A) their Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and (ii)(x2) pro rata to the Holders of the REMIC II Regular Interests LTA-IO, any prepayment charges received on the Mortgage Loans during the related Prepayment Period; and second, (2) to the Holders of REMIC II Regular Interest LT1, REMIC II Regular Interest LT2, REMIC II Regular Interest LT3 and REMIC II Regular Interest LT4, pro rata, in an amount equal to(A) their Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; and (ii) on each Distribution Date, to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the proceeds relating to the REMIC I Regular Interests after the distributions made pursuant to clause (i) above, allocated as follows (except as provided below): (aA) to the Holders of the REMIC I II Regular Interest I-LT1LT2, 98.00% of such remainderREMIC II Regular Interest LT3 and REMIC II Regular Interest LT4, their respective Principal Distribution Amounts; (bB) to the Holders of the REMIC I II Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, in LT1 any remainder until the same proportion as principal payments are allocated Uncertificated Principal Balance thereof is reduced to the Corresponding Certificateszero; (cC) any remainder to the Holders of the REMIC I II Regular Interest I-LT6LT2, 1.00% of such remainderREMIC II Regular Interest LT3 and REMIC II Regular Interest LT4 pro rata according to their respective Uncertificated Principal Balances as reduced by the distributions deemed made pursuant to (i) above, until their respective Uncertificated Principal Balances are reduced to zero; and (dD) any remaining amounts to the Holders of the REMIC I Regular Interest IClass R-LTP, $100 II Certificates. (3) Notwithstanding the distributions on the REMIC Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c). (c) On each Distribution Date immediately following (x) the expiration Master Servicer on behalf of the latest Prepayment Charge term as identified Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on the Mortgage Loan Schedule 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 any otherwise) to the account of such Certificateholder at a bank or other entity having appropriate facilities therefor, if such Certificateholder has so notified the Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts), in the following order of priority, in each case to the extent of the sum of the Available Distribution Amount and the Insured Payment, if any, for such Distribution Date thereafter; provideddeposited in the Certificate Account (or, howeverwith respect to clauses (i) and (viii), that 98.00% to the extent of the remaining Available Distribution Amount and 2.00% the remaining Hedge Payment as specified in such clauses): (i) to the Senior Certificateholders, Accrued Certificate Interest payable on such Certificates with respect to such Distribution Date, plus any Accrued Certificate Interest remaining unpaid from any prior Distribution Date, less any Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16, and Relief Act Shortfalls (the "Interest Distribution Amount"), with such amount allocated among the Senior Certificateholders on a pro rata basis (such amount being paid from and in reduction of the Available Distribution Amount), plus, to the Class A-I-1A Certificateholders solely from the Hedge Payment, the amount of any principal payments Basis Risk Shortfall for the Class A-I-1A Certificates, payable as interest; (ii) to the Class A Certificateholders from the amount, if any, of the Available Distribution Amount and the Insured Payment remaining after the foregoing distributions, the Class A-I Principal Distribution Amount and Class A-II Principal Distribution Amount, as follows: (a) the Class A-I Principal Distribution Amount shall be distributed as follows: (1) first, concurrently to the Class A-I-7 Certificates, on the one hand, and the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, on the other hand, on a pro rata basis in accordance with the Certificate Principal Balances of the Class A-I-7 Certificates, on the one hand, and the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, on the other hand, as follows: (A) to the Class A-I-7 Certificates, until the Certificate Principal Balance of the Class A-I-7 Certificates has been reduced to zero; and (B) to the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates as follows: (a) first, to the Class A-I-6 Certificates, in an amount equal to the Class A-I-6 Lockout Distribution Amount for that are attributable Distribution Date, until the Certificate Principal Balance of the Class A-I-6 Certificates has been reduced to a Overcollateralization Reduction Amount zero; and (b) second, sequentially to the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, in that order, until the Certificate Principal Balances of the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates have been reduced to zero. Amounts allocable to the Class A-I-1 Certificates shall be allocated to Holders the Class A-I-1A Certificates and Class A-I-1B Certificates on a pro rata basis in accordance with their respective Certificate Principal Balances; and (2) second, to the Class A-II Certificates, until the Certificate Principal Balance of the Class A-II Certificates has been reduced to zero; and (b) the Class A-II Principal Distribution Amount shall be distributed as follows: (1) first, to the Class A-II Certificates, until the Certificate Principal Balance of the Class A-II Certificates has been reduced to zero; and (2) second, concurrently to the Class A-I-7 Certificates, on the one hand, and the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, on the other hand, on a pro rata basis in accordance with the Certificate Principal Balances of the Class A-I-7 Certificates, on the one hand, and the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, on the other hand, as follows: (A) to the Class A-I-7 Certificates, until the Certificate Principal Balance of the Class A-I-7 Certificates has been reduced to zero; and (B) to the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates as follows: (b) second, sequentially to the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates, in that order, until the Certificate Principal Balances of the Class A-I-1, Class A-I-2, Class A-I-3, Class A-I-4, Class A-I-5 and Class A-I-6 Certificates have been reduced to zero. Amounts allocable to the Class A-I-1 Certificates shall be allocated to the Class A-I-1A Certificates and Class A-I-1B Certificates on a pro rata basis in accordance with their respective Certificate Principal Balances; (iii) to the Insurer, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, any Cumulative Insurance Payments as of such Distribution Date; (iv) to the Class A Certificateholders on a pro rata basis, based on Accrued Certificate Interest otherwise due thereon, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls with respect to the Mortgage Loans during the prior calendar month, to the extent not covered by Compensating Interest on such Distribution Date; (v) to the Class A Certificateholders on a pro rata basis, based on unpaid Prepayment Interest Shortfalls previously allocated thereto, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls previously allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon at the related Pass-Through Rate; (vi) to make payments to the Class A Certificateholders on a pro rata basis, based on the respective amounts of Basis Risk Shortfalls allocated thereto, in the amount of any Basis Risk Shortfall for such Class and that Distribution Date; (vii) to make payments to the Class A Certificateholders on a pro rata basis, based on the respective amounts of Basis Risk Shortfall Carry-Forward Amounts for that Distribution Date, the Basis Risk Shortfall Carry-Forward Amount for such Class and that Distribution Date; (viii) to the Class SB Certificates, (A) from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the sum of (I) Accrued Certificate Interest thereon, (II) the amount of any Overcollateralization Reduction Amount for such Distribution Date, (III) the amount of any Hedge Shortfall Amount for such Distribution Date and (IV) the amount of any Hedge Shortfall Carryforward Amount for such Distribution Date and (B) from the Hedge Payment, if any, the amount of such Hedge Payment remaining after the foregoing distributions, amounts payable to the Class SB Certificateholders pursuant to this clause (ix) being deemed paid: first, in respect of the REMIC I III Regular Interest SB-IO in respect of Accrued Certificate Interest thereon for the current Distribution Date; second, in respect of the REMIC III Regular Interest SB-PO in reduction of the principal balance thereof until such principal balance is reduced to zero; and third, in respect of the REMIC III Regular Interest SB-IO in respect of unpaid Accrued Certificate Interest thereon for prior Distribution Dates and in addition to the foregoing to the Class SB Certificateholders, the amount of any payments or collections in the nature of prepayment charges received on the Mortgage Loans by the Master Servicer in respect of the related Prepayment Period; (ix) to the Class SB Certificates, from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the amount of any Subsequent Recoveries included in the Available Distribution Amount on any Distribution Date, up to the aggregate amount of Realized Losses previously allocated to the Class SB Certificates, to the extent not previously paid pursuant to this clause (ix); and (x) to the Class R-I Certificateholders, the balance, if any, of the Available Distribution Amount. For purposes of the REMIC Provisions, payments made from the Hedge Payment pursuant to clauses (i) and (viii) of this paragraph (c) are payments made outside of REMIC I-LT1 , REMIC II and REMIC I Regular Interest III from payments made under the Hedge Agreement, which is not an asset of REMIC I, REMIC II or REMIC III. The extent that any Hedge Shortfall Amount or Hedge Shortfall Carryforward Amount is paid to the Class SB Certificates pursuant to clause (viii) of this paragraph (c), such payment shall be treated as reimbursement out of amounts to which the Class A-LT6I-1A Certificates are entitled as owners of a regular interest in REMIC III from the Class A-I-1A Certificates to the Class SB Certificates of an advance of such Hedge Shortfall Amount or Hedge Shortfall Carryforward Amount by the Class SB Certificates from amounts belonging to it as the owner of the Hedge Agreement at the time the payment giving rise to such Hedge Shortfall Amount or Hedge Carryforward Amount was paid to the Class A-I-1A Certificates pursuant to clause (i) of this paragraph (c). (d) [Reserved]. (e) [Reserved]. (f) Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, respectivelyas Holder thereof, and the Depository shall be responsible for crediting 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 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. None of the Trustee, the Certificate Registrar, the Insurer, the Depositor or the Master Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. (g) Except as otherwise provided in Section 9.01, if the Master Servicer anticipates that a final distribution with respect to any Class of Certificates will be made on the next Distribution Date, the Master Servicer shall, no later than the Determination Date in the month of such final distribution, notify the Trustee and the Insurer and the Trustee shall, no later than two (2) Business Days after such Determination Date, mail on such date to each Holder of such Class of Certificates a notice to the effect that: (i) the Trustee anticipates 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 Trustee or as otherwise specified therein, and (ii) no interest shall accrue on such Certificates from and after the end of the prior calendar month. In the event that Certificateholders required to surrender their Certificates pursuant to Section 9.01(c) do not surrender their Certificates for final cancellation, the Trustee shall cause funds distributable with respect to such Certificates to be withdrawn from the Certificate Account and credited to a separate escrow account for the benefit of such Certificate

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2A, REMIC I Regular Interest I-LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LTM6 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (e) below), to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; (b) 2% of such remainder, first to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2A, REMIC I Regular Interest I-LT4 LTA2B, REMIC I Regular Interest I-LTA2C, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LT5LTM6, 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; and second, to the Holders of REMIC I Regular Interest I-LTZZ, (less the amount payable in clause (c) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; then (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (d) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (2) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A Certificates, on a PRO RATA basis based on the entitlement of each such Class, an amount equal to the Senior Interest Distribution Amount allocable to the Class A Certificates; (ii) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (iii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iv) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (v) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; (vi) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates; and (vii) to the Holders of the Class M-6 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-6 Certificates (3) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (A) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), until the aggregate Certificate Principal Balance of the Class A Certificates have been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of the Class M-3 Certificates has been reduced to zero; (v) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of the Class M-4 Certificates has been reduced to zero; (vi) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of the Class M-5 Certificates has been reduced to zero; and (vii) to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of the Class M-6 Certificates has been reduced to zero. (B) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), up to an amount equal to the Class A Principal Distribution Amount, until the aggregate Certificate Principal Balance of the Class A Certificates have been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, up to an amount equal to the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-1 Certificates has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, up to an amount equal to the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-2 Certificates has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, up to an amount equal to the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-3 Certificates has been reduced to zero; (v) to the Holders of the Class M-4 Certificates, up to an amount equal to the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-4 Certificates has been reduced to zero; (vi) to the Holders of the Class M-5 Certificates, up to an amount equal to the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-5 Certificates has been reduced to zero; and (vii) to the Holders of the Class M-6 Certificates, up to an amount equal to the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-6 Certificates has been reduced to zero. With respect to the Class A Certificates, all principal distributions will be distributed concurrently to the Class A-1 Certificates and the Class A-2 Certificates, on a PRO RATA basis based on the Certificate Principal Balance of such certificates. Among the Class A-2 Certificates, principal distributions will be distributed first, to the holders of the Class A-2A Certificates, until the Certificate Principal Balance of the Class A-2A Certificates has been reduced to zero, second, to the holders of the Class A-2B Certificates, until the Certificate Principal Balance of the Class A-2B Certificates has been reduced to zero and third, to the holders of the Class A-2C Certificates, until the Certificate Principal Balance of the Class A-2C Certificates has been reduced to zero; provided, however, on any distribution date on which the aggregate Certificate Principal Balance of the Mezzanine Certificates and the Class CE Certificates has been reduced to zero, notwithstanding anything contained herein to the contrary, all distributions of principal to the Class A Certificates will be distributed concurrently, on a PRO RATA basis based on the Certificate Principal Balance of each such Class. (4) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed by the Trustee as follows: (i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, as part of the Principal Distribution Amount in an amount equal to the Overcollateralization Increase Amount for the Certificates, applied to reduce the Certificate Principal Balance of such Certificates until the aggregate Certificate Principal Balance of such Certificates is reduced to zero; (ii) sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4, Class M-5 and Class M-6 Certificates, in that order, in each case, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iii) sequentially, to the Holders of the Class A, Class M-1, Class M-2, Class M-3, Class M-4, Class M-5 and Class M-6 Certificates, in that order, in each case, in an amount equal to the aggregate of any Prepayment Interest Shortfalls and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Class of Certificates; (iv) sequentially to the Class M-1, Class M-2, Class M-▇, ▇▇▇▇▇ ▇-▇, Class M-5 and Class M-6 Certificates, in that order, in each case up to the related Allocated Realized Loss Amount related to each such Class of Certificates for such Distribution Date; (v) to the Net WAC Rate Carryover Reserve Account, the amount by which any Net WAC Rate Carryover Amounts for such Distribution Date exceed the amounts received by the Trustee under the Cap Contracts; (vi) to the Holders of the Class CE Certificates, (a) the Interest Distribution Amount for such Distribution Date and (b) on any Distribution Date on which the Certificate Principal Balances of the Class A Certificates and the Mezzanine Certificates have been reduced to zero, any remaining amounts in reduction of the Certificate Principal Balance of the Class CE Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (vii) to the Holders of the Class R Certificates, any remaining amounts; provided that if such Distribution Date is the Distribution Date immediately following the expiration of the latest Prepayment Charge term on a Mortgage Loan as identified on the Mortgage Loan Schedule or any Distribution Date thereafter, then any such remaining amounts will be distributed first, to the Holders of the Class P Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and second, to the Holders of the Class R Certificates. On each Distribution Date, after making the distributions of the Available Distribution Amount as set forth above, the Trustee will withdraw from the Net WAC Rate Carryover Reserve Account, to the extent of amounts remaining on deposit therein, the amount of any Net WAC Rate Carryover Amount with respect to the Class A Certificates and the Mezzanine Certificates for such Distribution Date and distribute such amount first, to the Class A Certificates, on a PRO RATA basis based on the Net WAC Carryover Amount for each such Class; second, to the Class M-1 Certificates, third, to the Class M-2 Certificates, fourth, to the Class M-3 Certificates, fifth, to the Class M-4 Certificates, sixth, to the Class M-5 Certificates and seventh, to the Class M-6 Certificates, in each case to the extent such Net WAC Carryover Amount is allocable to each such Class. (b) On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer in connection with the Principal Prepayment of any of the Mortgage Loans or any Servicer Prepayment Charge Payment Amount and shall distribute such amounts to the Holders of the Class P Certificates. Such distributions shall not be applied to reduce the Certificate Principal Balance of the Class P Certificates. Following the foregoing distributions, an amount equal to the amount of Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the Highest Priority up to the extent of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. An amount equal to the amount of any remaining Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the next Highest Priority, up to the amount of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. Holders of such Certificates will not be entitled to any distribution in respect of 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 the Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) All distributions made with respect to each Class of Certificates on each Distribution Date shall be allocated PRO RATA among the outstanding Certificates in such Class based on their respective Percentage Interests. Payments in respect of each Class of Certificates on each Distribution Date shall be made to the Holders of the respective Class of record on the related Record Date (except as otherwise provided in Section 4.01(e) or Section 9.01 respecting the final distribution on such Class), based on the aggregate Percentage Interest represented by their respective Certificates, and shall be made by wire transfer of immediately available funds to the account of any such Holder at a bank or other entity having appropriate facilities therefor, if such Holder shall have so notified the Trustee in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date, or otherwise by check mailed by first class mail to the address of such Holder appearing in the Certificate Register. The final distribution on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Trustee maintained for such purpose pursuant to Section 8.12 or such other location specified in the notice to Certificateholders of such final distribution. Each distribution with respect to a Book-Entry Certificate shall be paid to the Depository, as Holder thereof, and the Depository shall be responsible for crediting 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 Owners that it represents and to each indirect participating brokerage firm (a "brokerage firm" or "i

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LTM9 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP and REMIC I Regular Interest I-LTXX, PRO RATA, in an amount equal to (A) the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (other than amounts payable under clause (c) below), to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the LTAA and REMIC I Regular Interest I-LT2LTP, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) 2.00% of such remainder, first, to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3, REMIC I Regular Interest I-LTA4, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LT5, LTM9 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) , until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero, and second, to the Holders of the REMIC I Regular Interest I-LT6LTZZ (other than amounts payable under clause (c) below), 1.00% until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; and (dc) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to the Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 LTP, until $100 has been distributed pursuant to this clause; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests FIRST, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; SECOND, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and THIRD, any remaining principal to REMIC I Regular Interest I-LT6LTXX. Notwithstanding the priorities and amounts of distribution of funds pursuant to this Section 4.01(a)(1), respectivelyactual distributions of Available Funds shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (I) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium; (ii) to the Holders of the Group I Certificates, the Senior Interest Distribution Amount related to such Certificates; (iii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date; and (iv) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for each such Class, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount, as set forth in Section 4.01(a)(2)(II)(i) below. (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of each Class of Group II Certificates, on a pro rata basis based on the entitlement of each such Class, the Senior Interest Distribution Amount related to such Certificates; (ii) to the Holders of the Group I Certificates the Senior Interest Distribution Amount related to such Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount, as set forth in Section 4.01(a)(2)(I)(ii) above; (iii) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount, as set forth in Section 4.01(a)(2)(I)(i); and (iv) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Section 4.01(a)(2)(I)(iii). (III) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(2)(I) and (II) above, the Trustee shall withdraw from the Distribution Account an amount equal to any remaining Group I Interest Remittance Amount and Group II Interest Remittance Amount and will be distributed 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, in an amount equal to the Interest Distribution Amount for each such Class. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Sections 4.01(a)(2)(I)(iii) and 4.01(a)(2)(II)(iv); and (iii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(3)(II) below, until the Certificate Principal Balances of such Classes have been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) to the Holders of the Group I Certificates, after taking into account the distribution of the Group I Principal Distribution Amount as set forth in Section 4.01(a)(3)(I) above until the Certificate Principal Balance thereof has been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date will be distributed 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, in each case, until the Certificate Principal Balance of such Class has been reduced to zero. (IV) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates, the Senior Group I Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to the foregoing provisions; and (iii) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), after taking into account the distribution of the Group II Principal Distribution Amount, as described in Section 4.01(a)(3)(V)(i) below, up to an amount equal to the Senior Group II Principal Distribution Amount remaining undistributed, until the Certificate Principal Balances of such Classes have been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group II Certificates (allocated among the Classes of Group II Certificates in the priority described in Section 4.01(a)(5) below), the Senior Group II Principal Distribution Amount, until the Certificate Principal Balances of such Classes have been reduced to zero; and (ii) to the Holders of the Group I Certificates after taking into account the distribution of the Group I Principal Distribution Amount, as set forth in Section 4.01(a)(3)(IV) above, up to an amount equal to the Senior Group I Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance thereof has been reduced to zero. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date shall be distributed in the following order of priority: (i) to the Holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the Holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iv) to the Holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (v) to the Holders of the Class M-5 Certificates, the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (vi) to the Holders of the Class M-6 Certificates, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (vii) to the Holders of the Class M-7 Certificates, the Class M-7 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (viii) to the Holders of the Class M-8 Certificates, the Class M-8 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (ix) to the Holders of the Class M-9 Certificates, the Class M-9 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero. (4) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed as follows: (i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, in an amount equal to the Overcollateralization Increase Amount, applied as part of the Group I Principal Distribution Amount or the Group II Principal Distribution Amount, as applicable, to reduce the Certificate Principal Balance of such Certificates until the aggregate Certificate Principal Balance of such Certificates is reduced to zero; (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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 related Interest Carry Forward Amount allocable to such Classes of Certificates; (iii) sequentially, to the Holders of the Class M-1, Class M-2, 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 related Allocated Realized Loss Amount allocable to such Classes of Certificates; (iv) to the Net WAC Rate Carryover Reserve Account, the amount required by Section 4.10(b), after taking into account amounts, if an

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Principal Distribution Amount for such date to the interest issued in respect of REMIC I, REMIC II and REMIC III as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Available Distribution Amount, first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)MT-2, MT-3, MT-4, MT-5, MT-6, MT-7, MT-8, MT-9, MT-10 and MT--11, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to Holders of REMIC I Regular Interest LT-1 in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) above, allocated in the following order of priority: (A) to the Holders of REMIC I Regular Interest LT-1, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-1 is reduced to zero; (B) to the Holders of REMIC I Regular Interest LT-2, until the Uncertificated Principal Balance of REMIC I Regular Interest LT-2 is reduced to zero; (C) to the Holders of Uncertificated REMIC 1 Regular Interest LT- 3, until the Uncertificated Principal Balance of Uncertificated REMIC 1 Regular Interest LT-3 is reduced to zero; (D) to the Holders of Uncertificated REMIC 1 Regular Interest LT- 4, until the Uncertificated Principal Balance of Uncertificated REMIC 1 Regular Interest LT-4 is reduced to zero; (E) to the Holders of Uncertificated REMIC 1 Regular Interest LT- 5, until the Uncertificated Principal Balance of Uncertificated REMIC 1 Regular Interest LT-5 is reduced to zero; (F) to the Holders of Uncertificated REMIC 1 Regular Interest LT- 6, until the Uncertificated Principal Balance of Uncertificated REMIC 1 Regular Interest LT-6 is reduced to zero; and (G) any remaining amount to the Holders of the Class R-I Certificates. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) first, to the extent of the Available Distribution Amount, to the Holders of REMIC II Regular Interest MT-IO, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates, and second, to the Holders of REMIC II Regular Interest MT-1, REMIC II Regular Interest MT-2, REMIC II Regular Interest MT-3, REMIC II Regular Interest MT-4, REMIC II Regular Interest MT-5, REMIC II Regular Interest MT-6, REMIC II Regular Interest MT-7, REMIC II Regular Interest MT-8, REMIC II Regular Interest MT-9, REMIC II Regular Interest MT-10 and REMIC II Regular Interest MT-11, pro rata, in an amount equal to (A) the Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC II Regular Interest MT-11 shall be reduced when the REMIC II Overcollateralization Amount is less than the REMIC II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (ii)(xy) the REMIC II Regular Interest MT-11 Maximum Interest Deferral Amount, and such amount will be payable to the Holders of REMIC II Regular Interest MT-2, REMIC II Regular Interest MT-3, REMIC II Regular Interest MT-4, REMIC II Regular Interest MT-5, REMIC II Regular Interest MT-6, REMIC II Regular Interest MT-7 , REMIC II Regular Interest MT-8, REMIC II Regular Interest MT-9 and REMIC II Regular Interest MT-10 in the same proportion as the Overcollateralization Increase Amount is allocated to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5, Certificates, Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates and Class B Certificates, respectively; and (ii) on each Distribution Date, to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Available Distribution Amount after the distributions made pursuant to clause (i) above, allocated as follows (except as provided below): (aA) to the Holders of the REMIC I II Regular Interest I-LT1MT- 1, 98.00% of such remainderremainder until the Uncertificated Principal Balance of such REMIC II Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I II Regular Interest I-LT2MT- 2, REMIC I Regular Interest I-LT3MT-3, REMIC I Regular Interest I-LT4 MT-4, MT-5, MT-6, MT-7, MT-8, MT-9 and REMIC I Regular Interest I-LT5, MT-10 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class ▇- ▇, Class M-1, Class M-2 and Class M-3 Certificates and Class B Certificates;, respectively; and (cC) to the Holders of the REMIC I II Regular Interest I-LT6MT- 11, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.;

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, (a) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTA, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC Regular Interest I-LTM3, REMIC Regular Interest I-LTM4, Regular Interest I-LTM5, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amount will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% of such remainder; (b) to the Holders of the REMIC I Regular Interest I-LT2I- LTA, REMIC I Regular Interest I-LT3LTM1, REMIC I Regular Interest I-LT4 and LTM2, REMIC I Regular Interest I-LT5, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.Regular

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA1A, REMIC I Regular Interest I-LTA1B, REMIC I Regular Interest I-LTA1C, REMIC I Regular Interest I-LTA1D, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8, REMIC I Regular Interest I-LTM9 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1A, REMIC I Regular Interest I-LTA1B, REMIC I Regular Interest I-LTA1C, REMIC I Regular Interest I-LTA1D, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LTM9, in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) 98.00% of such remainder (less the amount payable in clause (d) below) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% until the Uncertificated Balance of such remainderREMIC I Regular Interest is reduced to zero; (b) 2.00% of such remainder (less the amount payable in clause (d) below) first, to the Holders of the REMIC I Regular Interest I-LT2LTA1A, REMIC I Regular Interest I-LT3LTA1B, REMIC I Regular Interest I-LT4 LTA1C, REMIC I Regular Interest I-LTA1D, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I-LTM8 and REMIC I Regular Interest I-LT5LTM9, 1.00% of such remainder, and in the same proportion as principal payments are allocated to the Corresponding Certificates;, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero and second, to the Holders of REMIC I Regular Interest I-LTZZ, until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; then (c) to the Holders of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause; and (d) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest). (2) On each Distribution Date, the Interest Remittance Amount will be distributed in the following order of priority: (i) to the Holders of each Class of Class A Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount allocable to such Class of Class A Certificates; and (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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, in an amount equal to the Interest Distribution Amount for each such Class. (3) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (A) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; and (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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, until the Certificate Principal Balance of each such Class has been reduced to zero. (B) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A Certificates (allocated among the Class A Certificates in the priority described below), up to an amount equal to the Class A Principal Distribution Amount, until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; and (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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 related Class Principal Distribution Amount, until the Certificate Principal Balances have been reduced to zero. With respect to the Class A Certificates, all principal distributions will be distributed first, to the Class A-1A Certificates until the Certificate Principal Balance of the Class A-1A Certificates has been reduced to zero, second, concurrently on a PRO RATA basis (based on (i) the aggregated Certificate Principal Balance of the Class A-1B Certificates and the Class A-1C Certificates and (ii) the Certificate Principal Balance of the Class A-2 Certificates, respectively) distributed (a) sequentially, to the Class A-1B Certificates and the Class A-1C Certificates, in that order, until their respective Certificate Principal Balances have been reduced to zero and (b) to the Class A-2 Certificates until the Certificate Principal Balance has been reduced to zero and third, to the Class A-1D Certificates until the Certificate Principal Balance of the Class A-1D Certificates has been reduced to zero; provided, however, on any distribution date on which the aggregate Certificate Principal Balance of the Mezzanine Certificates and the Class CE Certificates has been reduced to zero, all principal distributions will be distributed to the Class A Certificates on a PRO RATA basis based on the Certificate Principal Balance of each such class. (4) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed by the Trustee as follows: (i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, as part of the Principal Distribution Amount in an amount equal to the Overcollateralization Increase Amount for the Certificates, applied to reduce the Certificate Principal Balance of such Certificates until the aggregate Certificate Principal Balance of such Certificates is reduced to zero; (ii) sequentially, to the Holders of the Class M-1, Class M-2, 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, in each case, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iii) 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, in each case up to the related Allocated Realized Loss Amount related to each such Class of Certificates for such Distribution Date; (iv) to the Net WAC Rate Carryover Reserve Account, the amount by which any Net WAC Rate Carryover Amounts for such Distribution Date exceed the amounts received by the Trustee under the Cap Contracts; (v) to the Holders of the Class CE Certificates, (a) the Interest Distribution Amount and any Overcollateralization Reduction Amount for such Distribution Date and (b) on any Distribution Date on which the aggregate Certificate Principal Balance of the Class A Certificates and the Mezzanine Certificates have been reduced to zero, any remaining amounts in reduction of the Certificate Principal Balance of the Class CE Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (vi) to the Holders of the Class R Certificates, any remaining amounts; provided that if such Distribution Date is the Distribution Date immediately following the expiration of the latest Prepayment Charge term on a Mortgage Loan as identified on the Mortgage Loan Schedule or any Distribution Date thereafter, then any such remaining amounts will be distributed first, to the Holders of the Class P Certificates, until the Certificate Principal Balance thereof has been reduced to zero; providedand second, howeverto the Holders of the Class R Certificates. On each Distribution Date, that 98.00% and 2.00% after making the distributions of the Available Distribution Amount as set forth above, the Trustee will withdraw from the Net WAC Rate Carryover Reserve Account, to the extent of amounts remaining on deposit therein, the amount of any principal payments Net WAC Rate Carryover Amount for such Distribution Date and distribute such amount in the following order of priority: (A) concurrently, to the Class A Certificates, on a PRO RATA basis based on the Net WAC Rate Carryover Amount for each such class, but only to the extent of amounts paid under the Class A Cap Contract; (B) concurrently, to the Mezzanine Certificates, on a PRO RATA basis based on the Net WAC Rate Carryover Amount for each such class, but only to the extent of amounts paid under the Mezzanine Cap Contract; (C) to the Class A and Mezzanine Certificates, any related unpaid Net WAC Rate Carryover Amount (after taking into account distributions pursuant to (A) and (B) above), distributed in the following order of priority: (i) to the Class A Certificates, on a PRO RATA basis based on the remaining Net WAC Rate Carryover Amount for each such class; (ii) 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 are attributable order. (b) On each Distribution Date, the Trustee shall withdraw any amounts then on deposit in the Distribution Account that represent Prepayment Charges collected by the Servicer in connection with the Principal Prepayment of any of the Mortgage Loans or any Servicer Prepayment Charge Payment Amount and shall distribute such amounts to a Overcollateralization Reduction Amount the Holders of the Class P Certificates. Such distributions shall not be applied to reduce the Certificate Principal Balance of the Class P Certificates. Following the foregoing distributions, an amount equal to the amount of Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the Highest Priority up to the extent of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. An amount equal to the amount of any remaining Subsequent Recoveries shall be applied to increase the Certificate Principal Balance of the Class of Certificates with the next Highest Priority, up to the amount of such Realized Losses previously allocated to that Class of Certificates pursuant to Section 4.04. Holders of such Certificates will not be entitled to any distribution in respect of 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 the Certificate Principal Balance of each Certificate of such Class in accordance with its respective Percentage Interest. (c) All distributions made with respect to each Class of Certificates on each Distribution Date shall be allocated PRO RATA among the outstanding Certificates in such Class based on their respective Percentage Interests. Payments in respect of each Class of Certificates on each Distribution Date shall be made to the Holders of the REMIC I Regular respective Class of record on the related Record Date (except as otherwise provided in Section 4.01(e) or Section 9.01 respecting the final distribution on such Class), based on the aggregate Percentage Interest Irepresented by their respective Certificates, and shall be made by wire transfer of immediately available funds to the account of any such Holder at a bank or other entity having appropriate facilities therefor, if such Holder shall have so notified the Trustee in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date, or otherwise by check mailed by first class mail to the address of such Holder appearing in the Certificate Register. The final distribution on each Certificate shall be made in like manner, but only upon presentment and surrender of such Certificate at the office of the Trustee maintained for such purpose pursuant to Section 8.12 or such other location specified in the notice to Certificateholders of such final distribution. Each distribution with respect to a Book-LT1 Entry Certificate shall be paid to the Depository, as Holder thereof, and REMIC I Regular the Depository shall be responsible for crediting 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 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. None of the Trustee, the Depositor or the Servicer shall have any responsibility therefor except as otherwise provided by this Agreement or applicable law. (d) The rights of the Certificateholders to receive distributions in respect of the Certificates, and all interests of the Certificateholders in such distributions, shall be as set forth in this Agreement. None of the Holders of any Class of Certificates, the Trustee or the Servicer shall in any way be responsible or liable to the Holders of any other Class of Certificates in respect of amounts properly previously distributed on the Certificates. (e) Except as otherwise provided in Section 9.01, 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 three (3) days before the related Distribution Date (to the extent that an accurate Remittance Report is received in a timely manner by the Trustee), mail to each Holder 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 Trustee therein specified, and (ii) no interest shall accrue on such Certificates from and after the end of the related Interest IAccrual Period. Any funds not distributed to 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 in trust by the Trustee and credited to the account of the appropriate non-LT6, respectively.tendering Holder or Holders. If any Certificates as to which notice has

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTP)LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3A, REMIC I Regular Interest I-LTA3B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral AmountAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA3A, REMIC I Regular Interest I-LTA3B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I- LTM5 and REMIC I Regular Interest I-LTM6 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; and (ii) (x) on the first Distribution Date, to the Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I- LT2GRP, REMIC I Regular Interest I-LT3SUB, REMIC I Regular Interest I-LT3GRP and REMIC I Regular Interest I-LTXX, on a PRO RATA basis, in an amount equal to (A) the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates; (iii) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTA3A, REMIC I Regular Interest I- LTA3B, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5 and REMIC I Regular Interest I-LT5LTM6, 1.00% of such remainderremainder (less the amount payable in clause (d) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; andthen (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (e) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificates in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I-LTXX. Notwithstanding the distributions pursuant to this Section 4.01(1), distribution of funds shall conform to the distributions made pursuant to Section 4.01(2), (3) and (4). (I) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A-1 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates; and (ii) concurrently, to the Holders of the Class A-2 Certificates and the Class A-3 Certificates (allocated between the Class A-3A Certificates and the Class A-3B Certificates on a PRO RATA basis based on the entitlement of each such Class), on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for such Certificates, to the extent remaining undistributed after the distribution of the Group II Interest Remittance Amount as set forth in Section 4.01(a)(2)(II)(i) and the Group III Interest Remittance Amount as set forth in Section 4.01(a)(2)(III)(i). (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A-2 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates; and (ii) concurrently, to the Holders of the Class A-1 Certificates and the Class A-3 Certificates (allocated between the Class A-3A Certificates and the Class A-3B Certificates on a PRO RATA basis based on the entitlement of each such Class), on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for such Certificates, to the extent remaining undistributed after the distribution of the Group I Interest Remittance Amount as set forth in Section 4.01(a)(2)(I)(i) and the Group III Interest Remittance Amount as set forth in Section 4.01(a)(2)(III)(i). (III) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of the Class A-3 Certificates, on a PRO RATA basis based on the entitlement of each such Class, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates; and (ii) concurrently, to the Holders of the Class A-1 Certificates and the Class A-2 Certificates, on a PRO RATA basis based on the entitlement of each such Class, the Senior Interest Distribution Amount for such Certificates, to the extent remaining undistributed after the distribution of the Group I Interest Remittance Amount as set forth in Section 4.01(a)(2)(I)(i) and the Group II Interest Remittance Amount as set forth in Section 4.01(a)(2)(II)(i). (IV) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(2)(I), (II) and (III) above, the Trustee shall withdraw from the Distribution Account an amount equal to any remaining Group I Interest Remittance Amount, Group II Interest Remittance Amount and Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (ii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iii) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (iv) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; (v) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates; and (vi) to the Holders of the Class M-6 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-6 Certificates. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) after taking into account the amount distributed to the Holders of the Class A-2 Certificates and the Class A-3 Certificates pursuant to Section 4.01(3)(II)(i) and Section 4.01(3)(III)(i) on such Distribution Date, concurrently, to the Holders of the Class A-2 Certificates and the Class A-3 Certificates (allocated among the Classes of Class A-3 Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances thereof have been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) after taking into account the amount distributed to the Holders of the Class A-1 Certificates and the Class A-3 Certificates pursuant to Section 4.01(3)(I)(i) and Section 4.01(3)(III)(i) on such Distribution Date, concurrently, to the Holders of the Class A-1 Certificates and the Class A-3 Certificates (allocated among the Classes of Class A-3 Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances thereof have been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group III Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A-3 Certificates (allocated among the Classes of Class A-3 Certificates in the priority described below), until the Certificate Principal Balances thereof have been reduced to zero; and (ii) after taking into account the amount distributed to the Holders of the Class A-1 Certificates and the Class A-2 Certificates pursuant to Section 4.01(3)(I)(i) and Section 4.01(3)(II)(i) on such Distribution Date, concurrently, to the Holders of the Class A-1 Certificates and the Class A-2 Certificates, on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances thereof have been reduced to zero. (IV) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the sum of the Group I Principal Distribution Amount, the Group II Principal Distribution Amount and the Group III Principal Distribution Amount remaining undistributed (after taking into account the amount distributed to the holders of the Class A-1 Certificates, the Class A-2 Certificates and the Class A-3 Certificates pursuant to Section 4.01(3)(I), Section 4.01(3)(II) and Section 4.01(3)(III) above) for such Distribution Date shall be distributed in the following order of priority: (i) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (vi) to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority; (i) to the Holders of the Class A-1 Certificates, the Class A-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) concurrently, to the Holders of the Class A-2 Certificates and the Class A-3 Certificates (allocated among the Classes of Class A-3 Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such Class, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(3)(VI)(i) and Section 4.01(3)(VII)(i) for such Distribution Date over (y) the amount actually distributed pursuant to Section 4.01(3)(VI)(i) and Section 4.01(3)(VII)(i) from the Group II Principal Distribution Amount and the Group III Principal Distribution Amount, respectively, on such Distribution Date. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority; (i) to the Holders of the Class A-2 Certificates, the Class A-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) concurrently, to the Holders of the Class A-1 Certificates and the Class A-3 Certificates (allocated among the Classes of Class A-3 Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such Class, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(3)(V)(i) and Section 4.01(3)(VII)(i) for such Distribution Date over (y) the amount actually distributed pursuant to Section 4.01(3)(V)(i) and Section 4.01(3)(VII)(i) from the Group I Principal Distribution Amount and the Group III Principal Distribution Amount, respectively, on such Distribution Date. (VII) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group III Principal Distribution Amount shall be distributed in the following order

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I CertificatesInterest, as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTAA, REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7 and REMIC I Regular Interest I-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amounts will be payable to the Holders of REMIC I Regular Interest I-LTA, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTM7 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-LTZZ shall be increased by such amount; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA, 98.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA, REMIC I Regular Interest I-LT3LTM1, REMIC I Regular Interest I-LT4 LTM2, REMIC I Regular Interest I- LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LT5LTM7, 1.00% of such remainderremainder (less the amount payable in clause (d) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (less the amount payable in clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; andthen (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafterthereafter until $100 has been distributed pursuant to this clause; and (e) any remaining amount to the Holders of the Class R Certificates (as Holder of the Class R-I Interest); provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a an Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (2) On each Distribution Date, the Trust Administrator shall withdraw from the Distribution Account an amount equal to the Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A Certificates, an amount equal to the Senior Interest Distribution Amount allocable to the Class A Certificates; (ii) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (iii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iv) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; (v) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates; (vi) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-5 Certificates; (vii) to the Holders of the Class M-6 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-6 Certificates; (viii) to the Holders of the Class M-7 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-7 Certificates; and (ix) any remaining portion of the Interest Remittance Amount, for distribution as part of Net Monthly Excess Cashflow pursuant to Section 4.01(a)(4) below. (3) On each Distribution Date, the Trust Administrator shall withdraw from the Distribution Account an amount equal to the Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (A) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Principal Distribution Amount shall be distributed in the following order of priority; (i) to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vi) to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vii) to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (viii) to the Holders of the Class M-7 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (B) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Principal Distribution Amount shall be distributed in the following order of priority; (i) the Class A Principal Distribution Amount shall be distributed to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) the Class M-1 Principal Distribution Amount shall be distributed to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iii) the Class M-2 Principal Distribution Amount shall be distributed to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (iv) the Class M-3 Principal Distribution Amount shall be distributed to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (v) the Class M-4 Principal Distribution Amount shall be distributed to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vi) the Class M-5 Principal Distribution Amount shall be distributed to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (vii) the Class M-6 Principal Distribution Amount shall be distributed to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; (viii) the Class M-7 Principal Distribution Amount shall be distributed to the Holders of the Class M-7 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero. (4) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed by the Trust Administrator as follows: (i) to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, as part of the Principal Distribution Amount in an amount equal to the Overcollateralization Increase Amount, applied to reduce the Certificate Principal Balance of such Certificates until the aggregate Certificate Principal Balance of such Certificates is reduced to zero; (ii) to the Holders of the Class M-1 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iii) to the Holders of the Class M-2 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iv) to the Holders of the Class M-3 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (v) to the Holders of the Class M-4 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (vi) to the Holders of the Class M-5 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (vii) to the Holders of the Class M-6 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (viii) to the Holders of the Class M-7 Certificates, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (ix) to the Holders of the Class M-1 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-1 Certificates; (x) to the Holders of the Class M-2 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-2 Certificates; (xi) to the Holders of the Class M-3 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-3 Certificates; (xii) to the Holders of the Class M-4 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-4 Certificates; (xiii) to the Holders of the Class M-5 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-5 Certificates; (xiv) to the Holders of the Class M-6 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-6 Certificates; (xv) to the Holders of the Class M-7 Certificates, in an amount equal to any Allocated Realized Loss Amount for the Class M-7 Certificates; (xvi) to the Net WAC Rate Carryover Reserve Account, the amount, if any, by which the aggregate of any Net WAC Rate Carryover Amounts for such Distribution Date exceeds the amount received by the Trust Administrator under the Cap Contract for such Distribution Date; (xvii) to the Holders of the Class CE Certificates the Interest Distribution Amount and any remaining Overcollateralization Reduction Amount for such Class for such Distribution Date; and

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders Holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) first, to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTAV1, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAV3, REMIC I Regular Interest I-LTAV4, REMIC I Regular Interest I-LTAF, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I- LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6, REMIC I Regular Interest I-LTM7, REMIC I Regular Interest I- LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 I- LTZZ Uncertificated Interest Deferral AmountAmount and such amount will be payable to the Holders of REMIC Regular Interest I-LTAV1, REMIC I Regular Interest I-LTAV2, REMIC I Regular Interest I-LTAV3, REMIC I Regular Interest I-LTAV4, REMIC I Regular Interest I-LTAF, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I- LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LTM7 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Principal Balance of the REMIC I Regular Interest I-LTZZ shall be increased by such amount; and (ii) to Holders of REMIC I Regular Interest I-LT1SUB, REMIC I Regular Interest I-LT1GRP, REMIC I Regular Interest I-LT2SUB, REMIC I Regular Interest I-LT2GRP, REMIC I Regular Interest I-LT3SUB, REMIC I Regular Interest I-LT3GRP and REMIC I Regular Interest I-LTXX, PRO RATA, in an amount equal to (xA) on the first Uncertificated Interest for such Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance plus (B) any amounts in respect thereof and remaining unpaid from previous Distribution Dates (yiii) on each Distribution Date, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Marker Allocation Percentage of Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: 101 (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTAV1, REMIC I Regular Interest I-LT3LTAV2, REMIC I Regular Interest I-LT4 LTAV3, REMIC I Regular Interest I-LTAV4, REMIC I Regular Interest I-LTAF, REMIC I Regular Interest I- LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3, REMIC I Regular Interest I-LTM4, REMIC I Regular Interest I-LTM5, REMIC I Regular Interest I-LTM6 and REMIC I Regular Interest I-LT5LTM7, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (iv) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTZZ, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and LTP, until $100 has been distributed pursuant to this clause; and (iv) to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the REMIC I Sub WAC Allocation Percentage of Available Funds for such Distribution Date after the distributions made pursuant to clause (i) above, such that distributions of principal shall be deemed to be made to the REMIC I Regular Interests first, so as to keep the Uncertificated Balance of each REMIC I Regular Interest ending with the designation "GRP" equal to 0.01% of the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group; second, to each REMIC I Regular Interest ending with the designation "SUB," so that the Uncertificated Balance of each such REMIC I Regular Interest is equal to 0.01% of the excess of (x) the aggregate Stated Principal Balance of the Mortgage Loans in the related Loan Group over (y) the current Certificate Principal Balance of the Class A Certificate in the related Loan Group (except that if any such excess is a larger number than in the preceding distribution period, the least amount of principal shall be distributed to such REMIC I Regular Interests such that the REMIC I Subordinated Balance Ratio is maintained); and third, any remaining principal to REMIC I Regular Interest I- LTXX. Notwithstanding the priorities and amounts of distribution of funds pursuant to this Section 4.01(a)(1), actual distributions of Available Funds shall be made only in accordance with Section 4.01(a)(2), (3) and (4). (I-LT6) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium; (ii) to the Holders of the Class AV-1 Certificates, the Senior Interest Distribution Amount related to such Certificates; (iii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date; and (iv) concurrently, to the Holders of the Class AV-2 Certificates, the Class AV-3 Certificates, the Class AV-4 Certificates and the Class AF Certificates, any undistributed Senior Interest Distribution Amount related to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, remaining unpaid after the distribution of the Group II Interest Remittance Amount and the Group III Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(II)(i) and 4.01(a)(2)(III)(i)below. (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) concurrently, to the Holders of the Class AV-2 Certificates, the Class AV-3 Certificates and the Class AV-4 Certificates, the Senior Interest Distribution Amount related to such Certificates, on a PRO RATA basis based on the entitlement of each such Class; (ii) concurrently, to the holders of the Class AV-1 Certificates and the Class AF Certificates, any undistributed Senior Interest Distribution Amount related to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, remaining unpaid after the distribution of the Group I Interest Remittance Amount and Group III Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(I)(ii) above and 4.01(a)(2)(III)(i) below; (iii) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount set forth in Section 4.01(a)(2)(I)(i); and (iv) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Section 4.01(a)(2)(I)(iii). (III) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group III Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class AF Certificates, the Senior Interest Distribution Amount related to such Certificates; (ii) concurrently, to the Holders of the Class AV-1 Certificates, the Class AV-2 Certificates, the Class AV-3 Certificates and the Class AV-4 Certificates, any undistributed Senior Interest Distribution Amount related to such Certificates, on a PRO RATA basis based on the entitlement of each such Class, remaining unpaid after the distribution of the Group I Interest Remittance Amount and Group II Interest Remittance Amount, respectively, as set forth in Sections 4.01(a)(2)(I)(ii) and 4.01(a)(2)(II)(ii) above; (iii) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the Certificate Insurer Premium, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount set forth in Section 4.01(a)(2)(I)(i); and (iv) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Section 4.01(a)(2)(I)(iii). (IV) On each Distribution Date, following the distributions of interest set forth in Sections 4.01(a)(I), (II) and (III), the sum of the Group I Interest Remittance Amount, the Group II Interest Remittance Amount and the Group III Interest Remittance Amount remaining will be distributed sequentially to the Class M-1, Class M-2, Clas▇ ▇-▇, ▇▇▇▇▇ ▇-4, Class M-5, Class M-6 and Class M-7 Certificates, in that order, in an amount equal to the Interest Distribution Amount for each such Class. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class AV-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; 104 (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Sections 4.01(a)(2)(I)(iii), 4.01(a)(2)(II)(iv) and 4.01(a)(2)(III)(iv); and (iii) concurrently, to the holders of the Group II Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates, on a PRO RATA basis based on the aggregate Certificate Principal Balance of each Class in each such group, after taking into account the distribution of the Group II Principal Distribution Amount and the Group III Principal Distribution Amount already distributed, respectively, as set forth in Sections 4.01(a)(3)(II) and (III) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Class AV-2 Certificates and the Class AV- 3/4 Certificates (allocated among the classes of Class AV-3/4 Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balance of each such Class has been reduced to zero; and (ii) concurrently, to the Holders of the Group I Certificates and the Group III Certificates, on a PRO RATA basis based on the Certificate Principal Balance of each Class in each such group, after taking into account the distribution of the Group I Principal Distribution Amount and the Group III Principal Distribution Amount already distributed, respectively, as set forth in Section 4.01(a)(3)(I) above and 4.01(a)(3)(III) below, until the Certificate Principal Balance of each such Class has been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Group III Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class AF Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and (ii) concurrently, to the holders of the Group I Certificates and the Group II Certificates (allocated among such Certificates in the priority described below), on a PRO RATA basis based on the Certificate Principal Balance of each Class in each such group, after taking into account the distribution of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount already distributed, respectively, as set forth in Sections 4.01(a)(3)(I) and (II) above, until the Certificate Principal Balance of each such Class has been reduced to zero. (IV) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, distributions in respect of principal to the extent of the sum of the Group 105 I Principal Distribution Amount, the Group II Principal Distribution Amount and the Group III Principal Distribution Amount remaining undistributed for such Distribution Date will be made sequentially to the Class M-1, Class M-2, Class M-3, Cl▇▇▇ ▇-▇, ▇▇▇▇▇ M-5, Class M-6 and Class M-7 Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group I Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class AV-1 Certificates, the Class A-I Principal Distribution Amount, until the Certificate Principal Balance of such Class has been reduced to zero; (ii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to the foregoing provisions; and (iii) concurrently, to the Holders of the Group II Certificates (allocated among such Certificates in the priority described below) and the Group III Certificates, on a PRO RATA basis based on the remaining undistributed Class A-II Principal Distribution Amount and the Class A-III Principal Distribution Amount, after taking into account the distribution of the Group II Principal Distribution Amount and the Group III Principal Distribution Amount, respectively, as set forth in Sections 4.01(a)(3)(VI) and (VII) below, up to an amount equal to the Class A-II Principal Distribution Amount and the Class A-III Principal Distribution Amount, respectively, remaining undistributed, until the Certificate Principal Balance of each such class has been reduced to zero. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Group II Principal Distribution Amount shall be distributed in the following order of priority: (i) concurrently, to the Holders of the Class AV-2 Certificates and the Class AV- 3/4 Certificates (allocated among the Classes of Class AV-3/4 Certificates in the priority desc

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (i) to the Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC Regular Interest I-LTA1, REMIC Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC Regular Interest I-LTM3, REMIC Regular Interest I-LTM4, REMIC I Regular Interest I-LTZZ and REMIC I Regular Interest I-LTP), PRO RATA, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LTZZ shall be reduced and deferred when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LTZZ Uncertificated Interest Deferral Amount; andAmount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LTM4 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Datesecond, to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount Funds for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1LTAA and REMIC I Regular Interest I-LTP, 98.00% of such remainderremainder (other than amounts payable under clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, provided, however, that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter, at which point such amount shall be distributed to REMIC I Regular Interest I-LTP, until $100 has been distributed pursuant to this clause; (b) to the Holders of the REMIC I Regular Interest I-LT2LTA1, REMIC I Regular Interest I-LT3LTA2, REMIC I Regular Interest I-LT4 LTM1, REMIC I Regular Interest I-LTM2, REMIC I Regular Interest I-LTM3 and REMIC I Regular Interest I-LT5LTM4, 1.00% of such remainderremainder (other than amounts payable under clause (d) below), in the same proportion as principal payments are allocated to the Corresponding Certificates, until the Uncertificated Balances of such REMIC I Regular Interests are reduced to zero; (c) to the Holders of the REMIC I Regular Interest I-LT6LTZZ, 1.00% of such remainderremainder (other than amounts payable under clause (d) below), until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; andthen (d) any remaining amount to the Holders of the Class R Certificates (in respect of the Class R-I Interest); and provided, however, that (i) 98.00% and (ii) 2.00% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of (i) REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTP, $100 on in that order and (ii) REMIC I Regular Interest I-LTP, respectively; provided that REMIC I Regular Interest I-LTP shall not be reduced until the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Prepayment Charge Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount at which point such amount shall be allocated distributed to Holders of the REMIC I Regular Interest I-LT1 and LTP, until $100 has been distributed pursuant to this clause. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period will be distributed by REMIC I to the Holders of REMIC I Regular Interest I-LT6LTP. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest I-LTP shall not reduce the Uncertificated Balance thereof. (I) On each Distribution Date, respectivelythe Trustee shall withdraw from the Distribution Account an amount equal to the Group I Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A-1 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Class; (ii) to the Holders of the Class A-2 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates, to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 4.01(a)(2)(II) below; (II) On each Distribution Date, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class A-2 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Class; (ii) to the Holders of the Class A-1 Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates, to the extent remaining unpaid after the distribution of the Group I Interest Remittance Amount as set forth in Section 4.01(a)(2)(I) above; (III) On each Distribution Date, following the distributions made pursuant to Section 4.01(a)(2)(I) and (II) above, the Trustee shall withdraw from the Distribution Account an amount equal to any remaining Group I Interest Remittance Amount and Group II Interest Remittance Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the Holders of the Class M-1 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-1 Certificates; (ii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-2 Certificates; (iii) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-3 Certificates; and (iv) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount allocable to the Class M-4 Certificates. (I) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class A-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) to the holders of the Class A-2 Certificates, after taking into account the distribution of the Group II Principal Distribution Amount pursuant to Section 4.01(a)(3)(II), until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero. (II) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class A-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (ii) to the holders of the Class A-1 Certificates, after taking into account the distribution of the Group I Principal Distribution Amount pursuant to Section 4.01(a)(3)(I), until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero. (III) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class M-1 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the holders of the Class M-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the holders of the Class M-3 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; and (iv) to the holders of the Class M-4 Certificates, until the Certificate Principal Balance thereof has been reduced to zero. (IV) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the Group I Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class A-1 Certificates, the Class A-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the extent of the portion, if any, of the Class A-1 Principal Distribution Amount remaining undistributed pursuant to Section 4.01(a)(3)(IV)(i) above, to the holders of the Class A-2 Certificates, after taking into account the distribution of the Group II Principal Distribution Amount as described in Section 4.01(a)(3)(V)(i) below, until the Certificate Principal Balance thereof has been reduced to zero; and (iii) to the holders of the Class A-2 Certificates, after taking into account the distribution of the Group II Principal Distribution Amount, in Section 4.01(a)(3)(V)(i) below, up to an amount equal to the Class A-2 Principal Distribution Amount, until the Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero. (V) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the Group II Principal Distribution Amount and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class A-2 Certificates, the Class A-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the extent of the portion, if any, of the Class A-2 Principal Distribution Amount remaining undistributed pursuant to clause Section 4.01(a)(3)(V)(i) above, to the holders of the Class A-1 Certificates, after taking into account the distribution of the Group I Principal Distribution Amount Section 4.01(a)(3)(IV)(i) above, until the Certificate Principal Balance thereof has been reduced to zero; and (iii) to the holders of the Class A-1 Certificates, after taking into account the distribution of the Group I Principal Distribution Amount, as described in Section 4.01(a)(3)(IV)(i) above, up to an amount equal to the Class A-1 Principal Distribution Amount, until the Certificate Principal Balance of thereof has been reduced to zero. (VI) On each Distribution Date (a) on or after the Stepdown Date and (b) on which a Trigger Event is not in effect, the Trustee shall withdraw from the Distribution Account an amount equal to the sum of the Group I Principal Distribution Amount and the Group II Principal Distribution Amount remaining undistributed for such Distribution Date and distribute to the Certificateholders the following amounts, in the following order of priority: (i) to the holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (iii) to the holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; and (iv) to the holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero.

Distributions. (a) (1)(A1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: With respect to the Group I Mortgage Loans: (1) to Holders of REMIC I Regular Interest I, and each of REMIC I Regular Interest I-1-A through I-48-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates; (2) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular Interests I-1-A through I-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero; and (3) to the Holders of REMIC I Regular Interests Interest P, (other than A) all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period and (B) on the Distribution Date immediately following the expiration of the latest Prepayment Charge as identified on the Prepayment Charge Schedule or any Distribution Date thereafter until $100 has been distributed pursuant to this clause. With respect to the Group II Mortgage Loans: (1) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-LTPA through II-48-B, pro rata, in an amount equal to (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated as follows: first, to REMIC I Regular interests II-1-A through II-48-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests, and second, to the extent of the product of (a) any Overcollateralization Reduction Amounts multiplied by (b) a fraction, the numerator of which is the aggregate Scheduled Principal Balance of the Group I Mortgage Loans and the denominator of which is the aggregate Scheduled Principal Balance of the Mortgage Loans, to REMIC I Regular Interest I until the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero. On each Distribution Date, all amounts representing Prepayment Charges in respect of the Mortgage Loans received during the related Prepayment Period shall be distributed by REMIC I to the Holders of REMIC I Regular Interest P. The payment of the foregoing amounts to the Holders of REMIC I Regular Interest P shall not reduce the Uncertificated Balance thereof. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-II Interest), as the case may be: (i) first, to the Holders of REMIC II Regular Interest II-IO, in an amount equal to (A) Uncertificated Interest for such REMIC II Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and second, to the Holders of REMIC II Regular Interest II-LTAA, REMIC II Regular Interest II-LTA1, REMIC II Regular Interest II-LTA2a, REMIC II Regular Interest II-LTA2b, REMIC II Regular Interest II-LTA2c, REMIC II Regular Interest II-LTA2d, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II-LTM9, REMIC II Regular Interest II-LTM10 and REMIC II Regular Interest II-LTZZ, in an amount equal to (A) the Uncertificated Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I II Regular Interest III-LT6 LTZZ shall be reduced when the sum of the REMIC I Overcollateralized II Overcollateralization Amount is less than the REMIC I Required Overcollateralized II Overcollateralization Target Amount, by the lesser of (x) the amount of such difference and (y) the Maximum III-LT6 LTZZ Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof Amount and (y) on each Distribution Date, such amounts will be payable to the Holders of REMIC I Regular Interests, in an amount equal to the remainder of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses (i) and (ii)(x) above, allocated as follows (except as provided below): (a) to the Holders of the II REMIC I II Regular Interest III-LT1LTA1, 98.00% of such remainder; (b) to the Holders of the REMIC I II Regular Interest III-LT2LTA2a, REMIC I II Regular Interest III-LT3LTA2b, REMIC I II Regular Interest III-LT4 LTA2c, REMIC II Regular Interest II-LTA2d, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2, REMIC II Regular Interest II-LTM3, REMIC II Regular Interest II-LTM4, REMIC II Regular Interest II-LTM5, REMIC II Regular Interest II-LTM6, REMIC II Regular Interest II-LTM7, REMIC II Regular Interest II-LTM8, REMIC II Regular Interest II- LTM9 and REMIC I II Regular Interest III-LT5, 1.00% of such remainder, LTM10 in the same proportion as principal payments are the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; (c) to Certificates and the Holders Uncertificated Balance of the REMIC I II Regular Interest III-LT6, 1.00% of LTZZ shall be increased by such remainderamount; and (d) to the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectively.

Distributions. (a) On each Distribution Date, the Trustee (1)(Aor the Paying Agent on behalf of the Trustee) shall allocate and distribute the Group I Principal Distribution Amount and Group II Principal Distribution Amount to the extent on deposit in the Certificate Account for such date to the interests issued in respect of REMIC I, REMIC II and REMIC III as specified in this Section. (1) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II III on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may beInterests: (i) to the extent of the Group I Available Distribution Amount, to the Holders of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)Interests, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Accrued Interest in respect of REMIC I Regular Interest ILT1-LT6 AI-ZZ shall be reduced when the REMIC I Overcollateralized Overcollateralization Amount is less than the REMIC I Required Overcollateralized Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC I Regular Interest LT1-AI-ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount, and such amount will be payable to the Holders of REMIC I Regular Interest LT1-AI-1, REMIC I Regular Interest LT1-AI-2, REMIC I Regular Interest LT1-AI-3, REMIC I Regular Interest LT1-AI-4, REMIC I Regular Interest LT1-AI-5 and REMIC I Regular Interest LT1-AI-6 in the same proportion as the Group I Overcollateralization Increase Amount is allocated to the Class A-I-1 Certificates, Class A-I-2 Certificates, Class A-I-3 Certificates, Class A-I-4 Certificates, Class A-I-5 Certificates and Class A-I-6 Certificates, respectively; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, the Certificate Principal Balance thereof and (y) on each Distribution Date, to the Holders of REMIC I Regular Interests, Interests in an amount equal to the remainder of the Group I Available Distribution Amount for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(x) above, allocated as follows (except as provided below): ): (aA) to the Holders of the REMIC I Regular Interest ILT1-LT1AI-AA, 98.00% of such remainder; remainder until the Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to zero; (bB) to the Holders of the REMIC I Regular Interest ILT1-LT2AI-1, REMIC I Regular Interest ILT1-LT3AI-2, REMIC I Regular Interest ILT1-LT4 AI-3, LT1-AI-4, LT1-AI-5 and REMIC I Regular Interest ILT1-LT5AI-6, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Class A-I-1 Certificates; , Class A-I-2 Certificates, Class A-I-3 Certificates, Class A-I-4 Certificates, Class A-I-5 Certificates and Class A-I-6 Certificates, respectively until the Uncertificated Principal Balance of each such REMIC I Regular Interest is reduced to zero; (cC) to the Holders of the REMIC I Regular Interest ILT1-LT6AI-ZZ, 1.00% of such remainderremainder until the Uncertificated Principal Balance of such REMIC I Regular Interest is reduced to zero; and and (dD) any remaining amounts to the Holders of the REMIC Class R-I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafterCertificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Group I Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest ILT1-LT1 AI-AA and REMIC I Regular Interest ILT1-LT6AI-ZZ, respectively. (2) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC II to REMIC III on account of the REMIC II Regular Interests: (i) to the extent of the Group II Available Distribution Amount, to the Holders of REMIC II Regular Interest LT2-AII-AA, REMIC II Regular Interest LT2-AII-A, REMIC II Regular Interest LT2-AII-B and REMIC II Regular Interest LT2-AII-ZZ, pro rata, in an amount equal to (A) the related Uncertificated Accrued Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates. Amounts payable as Uncertificated Accrued Interest in respect of REMIC II Regular Interest LT2-AII-ZZ shall be reduced when the REMIC II Overcollateralization Amount is less than the REMIC II Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the REMIC II Regular Interest LT2-AII-ZZ Maximum Interest Deferral Amount, and such amount will be payable to the Holders of REMIC II Regular Interests LT2-AII-A and LT2-AII-B in the same proportion as the Group II Overcollateralization Increase Amount is allocated to the Class A-II-A and Class A-II-B Certificates; and (ii) on each Distribution Date, to the Holders of REMIC II Regular Interests, in an amount equal to the remainder of the Group II Available Distribution Amount after the distributions made pursuant to clause (i) above, allocated as follows (except as provided below): (A) to the Holders of REMIC II Regular Interests LT2-AII-AA-1, LT2-AII-AA-A and LT2-AII-AA-B, 98.00% of such remainder, with such amount allocated among such REMIC II Regular Interests as described in clause (iii) below, until the Uncertificated Principal Balance of such REMIC II Regular Interest is reduced to zero; (B) to the Holders of the REMIC II Regular Interests LT2-AII-A and LT2-AII-B, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Class A-II-A and Class A-II-B Certificates; (C) to the Holders of the REMIC II Regular Interest LT2-AII-ZZ, 1.00% of such remainder; and (D) any remaining amounts to the Holders of the Class R-II Certificates; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Group II Overcollateralization Reduction Amount shall be distributed to Holders of (x) REMIC II Regular Interests LT2-AII-AA-1, LT2-AII-AA-A and LT2-AII-AA-B, allocated among such REMIC II Regular Interests as described in clause (iii) below and (y) REMIC II Regular Interest LT2-AII-ZZ, respectively. (iii) Amounts to be distributed to REMIC II Regular Interests LT2-AII-AA-1, LT2-AII-AA-A and LT2-AII-AA-B pursuant to clause (A) or the proviso of clause (ii) above shall be distributed to such REMIC II Regular Interests as follows: first, so as to keep the Uncertificated Principal Balance of REMIC II Regular Interests LT2-AII-AA-A and LT2-AII-AA-B equal to 0.0001% of the Stated Principal Balance of the Group II-A Loans and Group II-B Loans, respectively, and thereafter, any remaining amount shall be distributed to REMIC II Regular Interest LT2-AII-AA-1. (3) Notwithstanding the distributions on the REMIC Regular Interests described in this Section 4.02(b), distribution of funds from the Certificate Account shall be made only in accordance with Section 4.02(c) and (d). (c) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be based on the aggregate of the Percentage Interests represented by Certificates of the applicable Class held by such Holder of the following amounts, in the following order of priority, subject to the provisions of Section 4.02(e)), in each case to the extent of the Group I Available Distribution Amount on deposit in the Certificate Account (or, with respect to clause (xviii) below, to the extent of prepayment charges on deposit in the Certificate Account): (i) to the Class A-I Certificateholders, the Class A-I Interest Distribution Amount, with such amount allocated among the Class A-I Certificateholders on a pro rata basis; (ii) to the Class A-I Certificateholders, the Group I Principal Distribution Amount (other than clauses (iv) and (v) of the definition thereof), in the order described in Section 4.02(e), until the Certificate Principal Balances of the Class A-I Certificates have been reduced to zero; (iii) to the Class A-I Certificateholders, from the Group I Excess Cash Flow, an amount equal to the principal portion of Realized Losses (other than Group I Excess Losses) on the Group I Loans during the immediately preceding Due Period, which amount shall be included in the Group I Principal Distribution Amount and paid to the Class A-I Certificateholders in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of the Class A-I Certificates have been reduced to zero; (iv) to the Class A-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, an amount equal to the principal portion of Realized Losses (other than Group II Excess Losses) on the Group II Loans during the immediately preceding Due Period to the extent not covered by the Group II Excess Cash Flow, which amount shall be included in the Group II Principal Distribution Amount and paid to the Class A-II Certificateholders, until the Certificate Principal Balances of the Class A-II Certificates have been reduced to zero; (v) to the Insurer, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, in respect of any Group I Cumulative Insurance Payments; (vi) to the Insurer, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, in respect of any Group II Cumulative Insurance Payments, to the extent not covered by the Group II Excess Cash Flow; (vii) to the Class A-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Group II Principal Distribution Amount and paid to the Class A-II Certificateholders in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of the Class A-II Certificates have been reduced to zero, but only to the extent the aggregate Certificate Principal Balance of the Class A-II Certificates immediately prior to such Distribution Date exceeded the aggregate Stated Principal Balance of the Group II Loans at the end of the immediately preceding Due Period and to the extent not covered by the Group II Excess Cash Flow; (viii) to the Class A-I Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group I Overcollateralization Increase Amount for such Distribution Date, which amount shall be included in the Group I Principal Distribution Amount and paid in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of such Class A-I Certificates have been reduced to zero; (ix) to the Class A-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the Group II Overcollateralization Increase Amount for such Distribution Date to the extent not covered by the Group II Excess Cash Flow for such Distribution Date, which amount shall be included in the Group II Principal Distribution Amount and paid to the Class A-II Certificateholders in accordance with Section 4.02(e) hereof, until the Certificate Principal Balances of such Class A-II Certificates have been reduced to zero; (x) to the Class A-I Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto with respect to the Group I Loans, to the extent not covered by Compensating Interest on such Distribution Date; (xi) to the Class A-II Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto with respect to the Group II Loans, to the extent not covered by Compensating Interest and any Group II Excess Cash Flow on such Distribution Date; (xii) to the Class A-I Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon; (xiii) to the Class A-II Certificateholders from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Prepayment Interest Shortfalls allocated thereto remaining unpaid from prior Distribution Dates together with interest thereon, to the extent not covered by any Group II Excess Cash Flow on such Distribution Date; (xiv) to make payments, from amounts otherwise payable to the Class SB-I Certificates (but in no event more than the Accrued Certificate Interest on such Class), (i) first, to the Reserve Fund to pay to the Class A-I-1, Class A-I-5 and Class A-I-6 Certificates the amount of any Group I Net WAC Cap Carry-Forward Amount on such Classes of Certificates; and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (xv) to make payments, from amounts otherwise payable to the Class SB-I Certificates (but in no event more than the Accrued Certificate Interest on such Class), (i) first, to the Reserve Fund to pay to the Class A-II Certificates the amount of any Group II-A Basis Risk Shortfall Carry-Forward Amount and Group II-B Basis Risk Shortfall Carry- Forward Amount, as applicable, on such Class of Certificates to the extent not covered by payments pursuant to Section 4.02(d)(xiv) or by Cap Contract Payments or Yield Maintenance Agreement Payments, and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (xvi) to the Class SB-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the amount of any Group I Overcollateralization Reduction Amount for such Distribution Date to the extent of any Group II Diverted Excess Spread; (xvii) to the Class SB-I Certificates, from the amount, if any, of the Group I Available Distribution Amount remaining after the foregoing distributions, the sum of (A) Accrued Certificate Interest thereon and (B) the amount of any Group I Overcollateralization Reduction Amount for such Distribution Date (to the extent not distributed to the Class SB-II Certificates); (xviii) to the Class SB-I Certificates, the amount of any payments or collections consisting of prepayment charges received on the Group I Loans (which amounts shall not be included in the Group I Available Distribution Amount) and for any Distribution Date after the Certificate Principal Balance of each Class A-I Certificate has been reduced to zero, the Group I Overcollateralization Amount; and (xix) to the Class R-III Certificateholders, the balance, if any, of the Group I Available Distribution Amount. (d) On each Distribution Date (x) the Master Servicer on behalf of the Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to each Certificateholder of record on 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 Master Servicer or the Paying Agent, as the case may be, or, if such Certificateholder has not so notified the Master Servicer or the Paying Agent by the Record Date, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register such Certificateholder's share (which share with respect to each Class of Certificates, shall be base

Distributions. (a) (1)(A) On each Distribution Date, the following amounts, in the following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R Certificates (in respect of the Class R-I CertificatesInterest), as the case may be: (1) With respect to the Group I Mortgage Loans: (i) to the Holders of REMIC I Regular Interests (other than Interest I, and each of REMIC I Regular Interest II-1-LTP)A through I-54-B, pro rata, in an amount equal to (A) the Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. On the first Distribution Date, the Class R-I Certificates shall be entitled to interest accrued on its Certificate Principal Balance at the related Pass-Through Rate. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and; (ii) (x) on the first Distribution Date, to the Holders extent of amounts remaining after the Class R-I Certificates, the Certificate Principal Balance thereof and distributions made pursuant to clause (yi) on each Distribution Dateabove, to the Holders of REMIC I Regular Interest I, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest I is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-54-B starting with the lowest numerical denomination until the Uncertificated Balance of each such REMIC I Regular Interest is reduced to zero, provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (2) With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular Interest II and each of REMIC I Regular Interest II-1-A through II-54-B, pro rata, in an amount equal to the remainder of the Available Distribution Amount (A) Uncertificated Interest for such REMIC I Regular Interests for such Distribution Date Date, plus (B) any amounts payable in respect thereof remaining unpaid from previous Distribution Dates. (ii) to the extent of amounts remaining after the distributions made pursuant to clauses clause (i) above, to the Holders of REMIC I Regular Interest II, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest II is reduced to zero; and (iii) to the extent of amounts remaining after the distributions made pursuant to clause (i) and (ii)(xii) above, payments of principal shall be allocated as follows (except as provided below): (a) to REMIC I Regular interests II-1-A through II-54-B starting with the Holders lowest numerical denomination until the Uncertificated Balance of the each such REMIC I Regular Interest I-LT1is reduced to zero, 98.00% provided that, for REMIC I Regular Interests with the same numerical denomination, such payments of principal shall be allocated pro rata between such remainder;REMIC I Regular Interests. (b) to the Holders of the REMIC I Regular Interest II-54-LT2B, all amounts representing Prepayment Charges in respect of the Group I Mortgage Loans received during the related Prepayment Period and to the Holders of REMIC I Regular Interest III-54-LT3B, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, all amounts representing Prepayment Charges in the same proportion as principal payments are allocated to the Corresponding Certificates; (c) to the Holders respect of the REMIC I Regular Interest I-LT6, 1.00% of such remainder; and (d) to Group II Mortgage Loans received during the Holders of the REMIC I Regular Interest I-LTP, $100 on the Distribution Date immediately following the expiration of the latest related Prepayment Charge term as identified on the Mortgage Loan Schedule or any Distribution Date thereafter; provided, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyPeriod.