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following order of priority, shall be distributed by REMIC I to REMIC II on account of the REMIC I Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Certificates, as the case may be: (i) to the Holders of REMIC I Regular Interests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)(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)(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)(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) Except as provided in Sections 4.02, 4.03 and 12.03(b), cash and property of the Company shall only be distributed to the Members, at such times and in such aggregate amounts as the Board of Directors may determine, in the manner set forth in this Article IV. (1)(Ab) On each Distribution Date, Cash and other property of the following amounts, Company shall be distributed among the Members 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 Preferred Members, in proportion to their respective Unpaid Preferred Contribution Amounts, until the Unpaid Preferred Contribution Amount of REMIC I Regular Interests each such Member has been reduced to zero, (other than REMIC I Regular Interest I-LTPii) Second, to the holders of Eligible Shares (regardless of Series), in an proportion to their respective number of Eligible Shares (regardless of Series) until the aggregate amount equal distributed with respect to each Common Share pursuant to this Section 4.01(b)(ii) equals the Conversion Price of a Series A Preferred Share; (Aiii) Third, to holders of Eligible Shares (regardless of Series) and Series A Preferred Shares, in proportion to their respective number of Eligible Shares (regardless of Series) and Series A Conversion Shares until the Uncertificated Interest for such Distribution Date, plus (Baggregate amount distributed with respect to each Common Share pursuant to Section 4.01(b)(ii) any amounts in respect thereof remaining unpaid from previous Distribution Dates. On and this Section 4.01(b)(iii) equals 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 Conversion Price 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 Amounta Series A Prime Preferred Share; and (iiiv) (x) on the first Distribution DateThereafter, to the Holders holders of Eligible Shares (regardless of Series) and Conversion Shares, in proportion to their respective number of Eligible Shares (regardless of Series) and Conversion Shares. Other then as set forth in the last paragraph of this Section 4.01(b), any distributions payable with respect to Eligible Shares that are not vested shall be held by the Company and not distributed with respect to such Eligible Shares. If such Eligible Shares are vested at the time of a subsequent distribution, such Eligible Shares shall then be entitled to all prior distributions that have been withheld. If after the first distribution pursuant to this Section 4.01(b) there is a subsequent distribution pursuant to this Section 4.01(b), whether or not the Preferred Shares have been converted into Common Shares, the allocation of the Class R-I Certificates, distributions among the Certificate Principal Balance thereof and (y) on each Distribution Date, to Members shall be determined as if such conversion has not occurred. For the Holders avoidance 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 remainderdoubt, in the same proportion as principal payments are allocated event of a Change in Control, any proceeds payable directly to the Corresponding Certificates; (c) holders of Shares shall be treated as subject to the Holders distribution provisions of this Section 4.01(b) and the REMIC I Regular Interest I-LT6holders of Preferred Shares and the holders of Eligible Shares shall receive such amounts that they would have been entitled to receive had such proceeds been distributed to the Members as provided in the foregoing provisions of this Section 4.01(b). Each Member and other holder of Shares, 1.00% if any, agrees to take such actions as may be required, necessary or advisable to effect the intent of this Section 4.01(b). In any of such remainder; and (d) events, if the consideration received by the Company, or payable to the Holders of the REMIC I Regular Interest I-LTPMembers, $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; providedis other than cash, however, that 98.00% and 2.00% of any principal payments that are attributable to a Overcollateralization Reduction Amount its value shall be allocated deemed to Holders be the fair market value as determined in good faith by the Board of the REMIC I Regular Interest I-LT1 and REMIC I Regular Interest I-LT6, respectivelyDirectors.

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)(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) 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)(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) 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 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: 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) 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)(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-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: (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 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-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 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 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)(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 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)(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) (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)(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)(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)(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 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 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)(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 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 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 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)(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 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-LTIO-1 and REMIC I Regular Interest I-LTIO-2 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 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; (ii) 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; (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-LT1 and REMIC I Regular Interest I-LT2 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, 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. (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-II Interest, as the case may be: (i) first, to the Holders of REMIC II Regular Interest II-LTIO-1A, REMIC II Regular Interest II-LTIO-1B, REMIC II Regular Interest II-LTIO-1C, REMIC II Regular Interest II-LTIO-2A, REMIC II Regular Interest II-LTIO-2B and REMIC II Regular Interest II-LTIO-2C, PRO RATA, in an amount equal to (A) the Uncertificated Interest for each such REMIC II Regular 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-LTA1, 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-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 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; andAmount and such amount will be payable to the Holders of 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-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) (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 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 clause (i) and (ii)(x) above, allocated as follows (except as provided below):follows: (a) to the Holders of the REMIC I II Regular Interest III-LT1LTAA, 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 the REMIC I II Regular Interest III-LT2LTA1, REMIC I II Regular Interest III-LT3LTA2A, REMIC I II Regular Interest III-LT4 LTA2B, REMIC II Regular Interest II-LTA2C, REMIC II Regular Interest II-LTM1, REMIC II Regular Interest II-LTM2 and REMIC I II Regular Interest III-LT5LTM3, 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 the REMIC I II Regular Interest III-LT6LTZZ, 1.00% of such remainder; and, until the Uncertificated Balance of such REMIC II Regular Interest is reduced to zero; (d) to the Holders of the REMIC I II Regular Interest III-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-II Interest, in respect of the Class R-II Interest; 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-LTAA, REMIC 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-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 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-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, 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)(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-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 (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 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-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. 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-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 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 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 and REMIC I II Regular Interest III-LT5, 1.00% of such remainder, LTM9 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 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 RateRate and on each Distribution Date, the Class R-I Certificates shall be entitled to the excess, if any, of the REMIC I Remittance Rate on REMIC I Regular Interest LT3 over the REMIC I Remittance Rate on REMIC I Regular Interest LT2 times the Uncertificated Balance of REMIC I Regular Interest LT2. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LT6 LT3 shall be reduced when the REMIC I Overcollateralized Subordinated Amount is less than the REMIC I Required Overcollateralized Subordinated Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 LT3 Uncertificated Interest Deferral Amount; and (ii) (x) on the first Distribution Date, to the Holders of the Class R-I Certificates, 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):follows: (a) to the Holders of the REMIC I Regular Interest I-LT1, 98.00% the REMIC II Percentage of such remainder;amounts; and (b) to the Holders one-half of the remainder of such amounts to each Holder of REMIC I Regular Interest I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LT2 and REMIC I Regular Interest ILT3, for so long as the REMIC I Subordinated Amount is less than or equal to the REMIC I Required Subordinated Amount and, thereafter, one-LT5, 1.00% half of such remainder, in the same proportion as principal payments are allocated amounts to the Corresponding Certificates; (c) to the Holders Holder of the REMIC I Regular Interest I-LT6LT3, 1.00% and the remainder of such remainder; and (d) to the Holders of the amounts divided between 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 LT2 and REMIC I Regular Interest I-LT6, respectivelyLT3 such that REMIC I Subordinated Amount equals the REMIC I Required Subordinated Amount.

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 II-1-LTP)A through I-43-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 Rdistributions made pursuant to clause (i) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-43-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 same numerical denomination, such payments of principal shall be allocated pro rata between such REMIC I Regular Interests. (y2) on each Distribution Date, With respect to the Group II Mortgage Loans: (i) to Holders of REMIC I Regular InterestsInterest II-1-A through II-43-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; and (ii) to the extent of 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) to REMIC I Regular interests II-1-A through II-43-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% 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. 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-1, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, MTI-M-7, MTI-M-8, MTI-M-9A, MTI-M-9F, MTI-B-1, MTI-B-2, MTI-ZZ, MTI-P, MTI-R and M▇▇-▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ (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 as Holders of REMIC 2 Regular Interest MTI-A-1, MTI-A-2A, MTI-A-2B, MTI-A-3, MTI-A-4, MTI-M-1, MT▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇▇-▇-▇, ▇▇I-M-7, MTI-M-8, MTI-M-9A, MTI-M-9F, MTI-B-1 and MTI-B-2, equal to 1% of and ▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇ 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) (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)LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA2A, 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-LTA6A, REMIC I Regular Interest I-LTA7, REMIC I Regular Interest I-LTA8, 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-LTB 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 REMIC I Regular Interest I-LTA1, REMIC I Regular Interest I-LTA2, REMIC I Regular Interest I-LTA2A, 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-LTA6A, REMIC I Regular Interest I-LTA7, REMIC I Regular Interest I- LTA8, 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-LTB 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 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 LTA2A, 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-LTA6A, REMIC I Regular Interest I-LTA7, REMIC I Regular Interest I-LTA8, 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-LT5LTB, 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 Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the premium payable in respect of the Insured Certificates; (ii) concurrently, to the Holders of the Group I 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; (iii) to the Certificate Insurer, the Reimbursement Amount for such Distribution Date; and (iv) to the Holders of the Class A-II Certificates, an amount equal to the Senior Interest Distribution Amount allocable to 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). (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-II Certificates, an amount equal to the Senior Interest Distribution Amount allocable to such Certificates; (ii) to the Certificate Insurer, the amount owing to the Certificate Insurer under the Insurance Agreement for the premium payable in respect of the Insured Certificates, 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); (iii) concurrently, to the Holders of the Group I 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, to the extent remaining undistributed after the distribution of the Group I Interest Remittance Amount set forth in Section 4.01(a)(2)(I)(ii); 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) 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; (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 B Certificates, an amount equal to the Interest Distribution Amount allocable to the Class B 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 Group I Certificates (allocated among the Classes of Group I 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)(I)(iii) and Section 4.01(a)(2)(II)(iv); and (iii) after taking into account the amount distributed to the Holders of the Class A-II Certificates pursuant to Section4.01(a)(3)(II)(i) on such Distribution Date, to the Holders of the Class A-II Certificates, until the Certificate Principal Balance thereof 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) to the Holders of the Class A-II Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ii) after taking into account the amount distributed to the Holders of the Group II Certificates pursuant to Section 4.01(a)(3)(I)(i) on such Distribution Date, to the Holders of the Group I Certificates (allocated among the Classes of Group I Certificates in the priority described below), until the Certificate Principal Balances thereof have been reduced to zero; and (iii) after taking into account the amount distributed to the Certificate Insurer pursuant to Section 4.01(a)(3)(I)(ii), 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), Section 4.01(a)(2)(II)(iv) and Section 4.01(a)(3)(I)(ii). (III) 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 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, 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 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 Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Group I Certificates (allocated among the Classes of Group I Certificates in the priority described below), the Group I Allocation Percentage of the Class A Principal Distribution Amount, 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)(I)(iii) and Section 4.01(a)(2)(II)(iv); and (iii) to the Holders of the Class A-II Certificates, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(a)(3)(V)(i) for such Distribution Date over (y) the amount actually distributed pursuant to Section 4.01(a)(3)(V)(i) from the Group II Principal Distribution Amount on such Distribution Date. (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 Class A-II Certificates, the Group II Allocation Percentage of the Class A Principal Distribution Amount, until the Certificate Principal Balance thereof has been reduced to zero; (ii) to the Holders of the Group I Certificates (allocated among the Classes of Group I Certificates in the priority described below), an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to Section 4.01(a)(3)(IV)(i) for such Distribution Date over (y) the amount actually distributed pursuant to Section 4.01(a)(3)(IV)(i) from the Group I Principal Distribution Amount on such Distribution Date; and (iii) after taking into account the amount distributed to the Certificate Insurer pursuant to Section 4.01(a)(3)(IV)(ii), to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to Section 4.01(a)(3)(I)(iii), Section 4.01(a)(2)(II)(iv) and Section 4.01(a)(3)(IV)(iii). (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 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; 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 of the Class R Certificates, in respect of the Class R-I CertificatesInterest, as the case may be: (i) to the Holders of REMIC II Regular Interest I-LTCE2, 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; (ii) to the extent of the Available Distribution Amount for such Distribution Date after the distributions made pursuant to clause (i) above, to Holders of REMIC I Regular Interests (other than Interest I-LTAA, REMIC I Regular Interest I-LTA1, 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, REMIC I Regular Interest I-LTCE2 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; and (ii) (x) on the first Distribution Date, Amount and such amount will be payable to the Holders of REMIC I Regular Interest I-LTA1, 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 Class Rsame proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates and the Uncertificated Balance of REMIC I Regular Interest I-I Certificates, the Certificate Principal Balance thereof and LTZZ shall be increased by such amount; (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 for such Distribution Date after the distributions made pursuant to clauses clause (i) and (ii)(xii) 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-LT2LTA1, 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 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 remainder; andREMIC I Regular Interest is reduced to zero; (dC) to the Holders of the REMIC I Regular Interest I-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 (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 an Overcollateralization Reduction Amount shall be allocated to Holders of REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTZZ, respectively. 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, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; and second, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that order, the Interest Distribution Amount allocable to each such Class. (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 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 M-1, Class M-2, Class M-3, Class M-4 and Class M-5 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 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; second, to the Holders of the Class M-1 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the amount distributed to the Holders of the Class A-1 Certificates under clause first above, 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; third, to the Holders of the Class M-2 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates under clause first above and to the Holders of the Class M-1 Certificates under clause second 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; fourth, to the Holders of the Class M-3 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates under clause first above, to the Holders of the Class M-1 Certificates pursuant to clause second above and to the Holders of the Class M-2 Certificates pursuant to clause third above, and (y) the Class M-3 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-3 Certificates has been reduced to zero; fifth, to the Holders of the Class M-4 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates under clause first above, to the Holders of the Class M-1 Certificates pursuant to clause second above, to the Holders of the Class M-2 Certificates pursuant to clause third above and to the Holders of the Class M-3 Certificates pursuant to clause fourth above and (y) the Class M-4 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-4 Certificates has been reduced to zero; and sixth, to the Holders of the Class M-5 Certificates, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates under clause first above, to the Holders of the Class M-1 Certificates pursuant to clause second above, to the Holders of the Class M-2 Certificates pursuant to clause third above, to the Holders of the Class M-3 Certificates pursuant to clause fourth above and to the Holders of the Class M-4 Certificates pursuant to clause fifth above and (y) the Class M-5 Principal Distribution Amount, until the Certificate Principal Balance of the Class M-5 Certificates has been reduced to zero. (5) On each Distribution Date, the Net Monthly Excess Cashflow (or, in the case of clause first below, the Net Monthly Excess Cashflow exclusive of any Overcollateralization Reduction Amount) shall be distributed as follows: first, to the Holders of the Class or Classes of Certificates then entitled to receive distributions in respect of principal, in an amount equal to any Extra Principal Distribution Amount, payable to such Holders in accordance with the priorities set forth in Section 5.01(b) below; second, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that order, in an amount equal to the Interest Carry Forward Amount allocable to each such Class; third, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that order, in an amount equal to the Allocated Realized Loss Amount allocable to each such Class; fourth, to the Holders of the Class A-1 Certificates, in an amount equal to such Certificates’ allocated share of any Prepayment Interest Shortfalls on the Mortgage Loans to the extent not covered by payments pursuant to Section 3.22 or 4.18 of this Agreement or pursuant to the Servicing Agreements and any shortfalls resulting from the application of the Relief Act or similar state or local law or the bankruptcy code with respect to the Mortgage Loans to the extent not previously reimbursed pursuant to Section 1.02 of this Agreement; fifth, sequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in an amount equal to such Certificates’ allocated share of any Prepayment Interest Shortfalls on the Mortgage Loans to the extent not covered by payments pursuant to Section 3.22 or 4.18 of this Agreement or pursuant to the Servicing Agreements and any shortfalls resulting from the application of the Relief Act or similar state or local law or the bankruptcy code with respect to the Mortgage Loans to the extent not previously reimbursed pursuant to Section 1.02 of this Agreement; sixth, to the Reserve Fund from amounts otherwise payable to the Class CE-1 Certificates, and then from the Reserve Fund to the Class A-1, Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that order, in an amount equal to the unpaid amount of any Net WAC Rate Carryover Amount for each such Class for such Distribution Date; seventh, to the Reserve Fund, the amount required to be deposited therein pursuant to Section 3.24(b), after taking into account amounts received under the Cap Contract; eighth, to the Holders of the Class CE-1 Certificates the sum of (a) the Interest Distribution Amount and (b) any Overcollateralization Reduction Amount for such Distribution Date; and ninth, to the Holders of the Class R Certificates, in respect of the Class R-II Interest, 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, 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. The Class CE-1 Certificates are intended to receive all principal and interest received by the Trust on the Mortgage Loans that is not otherwise distributable to any other Class of Regular Certificates or REMIC Regular Interests. If the Securities Administrator determines that the Residual Certificates are entitled to any distributions on any Distribution Date other than the final Distribution Date, the Securities Administrator, prior to any such distribution to any Residual Certificate, shall notify the Depositor of such impending distribution. Upon such notification, the Depositor will prepare and request that 98.00% the other parties hereto enter into an amendment to this Agreement pursuant to Section 12.01, to revise such mistake in the distribution provisions. The consent of the Holder of the Class R Certificate is not required in connection with any such amendment, On each Distribution Date, after making the distributions of the Available Distribution Amount as set forth above, the Securities Administrator will first, withdraw from the Reserve Fund all income from the investment of funds in the Reserve Fund and 2.00% distribute such amount to the Holders of the Class CE-1 Certificates, and second, withdraw from the Reserve Fund, 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 sequentially to the Class A-1, Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that are attributable order, in each case to the extent to the extent any Net WAC Rate Carryover Amount is allocable to each such Class. In addition, the Securities Administrator shall withdraw from the Reserve Fund any Excess Cap Payment and remit such amounts to the Holder of the Class CE-1 Certificates. (i) On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Overcollateralization Reduction Trigger Event is in effect, the Extra Principal Distribution Amount shall be allocated distributed in the following order of priority; first, to the Holders of the REMIC I Regular Interest I-LT1 Class A-1 Certificates until the Certificate Principal Balance of the Class A-1 Certificates has been reduced to zero; and REMIC I Regular Interest I-LT6second, respectivelysequentially, to the Holders of the Class M-1, Class M-2, Class M-3, Class M-4 and Class M-5 Certificates, in that order, until the Certificate Principal Balance of each 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, distributions of principal to the extent of the Extra Principal Distribution Amount shall be distributed in the following order of priority: first, the lesser of (x) the Principal Distribution Amount and (y) the Class A-1 Principal Distribution Amount, shall be distributed 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; second, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the amount distributed to the Holders of the Class A-1 Certificates pursuant to clause first of this Section 5.01(b)(ii) and (y) 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 the Class M-1 Certificates has been reduced to zero; third, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates pursuant to clause first of this Section 5.01(b)(ii) and to the Holders of the Class M-1 Certificates pursuant to clause second of this Section 5.01(b)(ii) and (y) 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 the Class M-2 Certificates has been reduced to zero; fourth, the lesser of (x) the excess of (i) the Principal Distribution Amount over (ii) the sum of the amounts distributed to the Holders of the Class A-1 Certificates pursuant to clause first of this Section 5.01(b)(ii), to the Holders of the Class M-1 Certificates pursuant to clause second of this Section 5.01(b)(ii) and to the Holders of the Class M-2 Certificates pursuant to clause third of this Section 5.01(b)(ii) and (y) the Class M-3 Principal Distribution Amount, shall be distributed to th

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 on such REMIC I Regual 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 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. (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 A-1, A-2, A-3, A-4, M-1S, M-2S, M-3S, M-4, M-5, M-6, M-7, ▇-▇, ▇-▇ ▇▇▇ ▇ ▇n the same proportion as ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇lization 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 A-1, A-2, A-3, A-4, M-1S, M-2S, M-3S, M-4, M-5, M-6, M-7, ▇-▇, ▇-▇ ▇▇▇ ▇ ▇.00% of such remainder in ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇on 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 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 thereafterClass R 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 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 91 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 (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 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 based on the Accrued Certificate Interest on each such Class; (ii) to the Class M-1S Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-1S Interest Distribution Amount; (iii) to the Class M-2S Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-2S Interest Distribution Amount; (iv) to the Class M-3S Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class M-3S 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 Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B Interest Distribution Amount; (xii) 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 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 Certificates have been reduced to zero; (xiii) to the Class A, Class M and Class B Certificateholders, from the amount, if any, of the 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 Certificates or 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, Class M and Class B Certificates have been reduced to zero; (xiv) 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, 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 Certificates have been reduced to zero; (xv) 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 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 Certificates have been reduced to zero; (xvi) 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 amount of any Prepayment Interest Shortfalls allocated thereto for such Distribution Date, on a pro rata basis based on Accrued Certificate Interest otherwise due thereon, to the extent not covered by Eligible Master Servicing Compensation on such Distribution Date; (xvii) 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 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 and then to the Class M Certificates, in their order of their 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 Certificates the amount of any Class B Basis Risk Shortfall Carry-Forward Amounts remaining unpaid as of each Distribution Date; (xix) to the Class A, Class M and Class B 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 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 and then to the Class B Certificates; (xxi) from the amount, if any, of the Excess Cash Flow remaining after the foregoing distributions, to the Supplemental Interest Trust Account for Payment to the Swap Counterparty, any Swap Termination Payment owed by the Supplemental Interest Trust Trustee, on behalf of the Supplemental Interest Trust, due to a Swap Counterparty Trigger Event; (xxii) 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 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 (xxiii) to the Class R 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, as follows: (w) first, to the Class A-1, Certificates until the Certificate Principal Balance thereof has been reduced to zero, (x) second, to the Class A-2 Certificates, until the Certificate Principal Balance thereof has been reduced to zero, and (y) third, to the Class A-3 Certificates, until the Certificate Principal Balance thereof has been reduced to zero and (z) fourth, to the Class A-4 Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (ii) the Class M-1S Principal Distribution Amount shall be distributed to the Class M-1S Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (iii) the Class M-2S Principal Distribution Amount shall be distributed to the Class M-2S Certificates, until the Certificate Principal Balance thereof has been reduced to zero; (iv) the Class M-3S Principal Distribution Amount shall be distributed to the Class M-3S 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 Principal Distribution Amount shall be distributed to the Class B 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 Certificates and Class M Certificates or the Class B 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) 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 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) and Section 4.09(c)(iii) and (iv) to the extent funds are available therefor. Any such Relief Act Shortfalls will be paid solely pursuant to Section 4.02(c)(xix) and Section 4.09(c)(vi) to the extent funds are available therefor. (g

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.

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.

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) 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 (xvi)(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 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 February 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 Accrued Certificate Interest thereon 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 Accrued Certificate Interest thereon 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 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 remaining unpaid, to the extent not covered by the Group II Excess Cash Flow on such Distribution Date; (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 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; (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 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; (xv) 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; (xvi) 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 (xvii) to the Class R-LT1 III Certificateholders, the balance, if any, of the Group I Excess 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, 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 II Available Distribution Amount on deposit in the Certificate Account (except, with respect to clause (i) below, to the extent of the Class A-II Interest Distribution Amount, with respect to clauses (iii), (xiii) and REMIC I Regular Interest I-LT6(xviii) below, respectively.to the extent of the remaining Available Distribut

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, REMIC I Regular Interest I-CE-20 and REMIC I Regular Interest I-CE-2G and 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 distributions made pursuant to clauses (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, REMIC I Regular Interest I-CE-20 and REMIC I Regular Interest I-CE-2G 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 distributions made pursuant to clauses (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-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, 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-1, REMIC II Regular Interest A-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 and REMIC II Regular Interest M-10 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-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 and REMIC II Regular Interest M-10, 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 (c)(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 (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 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 Net 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, to the Holders of the Class A-2 Certificates, the Senior Interest Distribution 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 Section 5.01(c)(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, 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 Net Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first under Section 5.01(c)(2) above; second, to the Holders of the Class A-2 Certificates, the Senior Interest Distribution Amount allocable to the Class A-2 Certificates; 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 and Class M-10 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 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 (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 not paid from the Interest Remittance Amount on such Distribution Date and (y) any Net Swap Payment and Swap Termination payment not paid pursuant to (x) in first of 5.01(c)(5)(ii) below; 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, 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 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 (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 not paid from the Interest Remittance Amount on such Distribution Date and (y) any Net Swap Payment and Swap Termination payment not paid pursuant to (x) in first of 5.01(c)(5)(i) above; second, 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; 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 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(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 and Class M-10 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 Group II Princ

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 and B in ▇▇▇ ▇▇▇▇ ▇▇▇▇or▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇ollateralization 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 B, 1.00% of such ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇e 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 (xii), 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 (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 B Certificateholders from the amount, if any, of the Available Distribution Amount remaining after the foregoing distributions, the Class B Interest Distribution Amount; (viii) 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 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 Certificates have been reduced to zero; (ix) to the Class A, Class M and Class B 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 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 Certificates have been reduced to zero; (x) to the Class A, Class M and Class B 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 Certificates have been reduced to zero; (xi) 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 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 Certificates have been reduced to zero; (xii) 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 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, Class M and Class B 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 and Class B Certificates, in their order of payment priority, the amount of any Class M Net WAC Cap Shortfall Carry-Forward Amounts or Class B Net WAC Cap Shortfall Carry-Forward Amounts, as applicable, remaining unpaid as of such Distribution Date; (xv) to the Class A, Class M and Class B 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, 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 thereto that remain unreimbursed, and then to the Class M and Class B Certificates, in their order of payment priority; (xvii) to the Class B Certificates and Class M-5 Certificates, 50% of the amount of Excess Cash Flow remaining after the foregoing distributions, paid first to the Class B Certificates until the Certificate Principal Balance of the Class B Certificates has been reduced to zero and then paid to the Class M-5 Certificates until the Certificate Principal Balance of the Class M-5 Certificates has been reduced to zero. (xviii) 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, Class M Certificates and Class B 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 (xix) 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; provided that on or after the first Distribution Date on which the Certificate Principal Balances of the Class M Certificates have been reduced to zero, holders of the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates will receive such portion of the Class A Principal Distribution Amount, on a pro rata basis, 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; and (vii) the Class B Principal Distribution Amount shall be distributed to the Class B 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, Class M and Class B 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)(x) and (c)(xi) 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 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)(xix) to the extent funds are available therefor. (h) To the extent on any Distribution Date for which Deferred Interest exists on such Distribution Date, the Deferred Interest Shortfall, if any, shall result in a reduction in Accrued Certificate Interest on the Class A Certificates and Class M Certificates, which reduction shall be allocated among the Class A Certificates and Class M Certificates on a pro rata basis, based on the amount of Accrued Certificate Interest on such Classes of Certificates. (i) 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). (j) 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 responsibility therefor except as otherwise provided by this Agreement or applicable law. (k) 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 distribut

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 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 REMIC I Regular Interests (other than Interest LT-AA, REMIC I Regular Interest ILT-1A, REMIC I Regular Interest LT-1B and REMIC I Regular Interest LT-LTP)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 Regular Interest ILT-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 LT-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 Interest LT-1A and REMIC I Regular Interest LT-1B in the same proportion as the Overcollateralization Increase Amount is allocated to the Class R-I A Certificates, the Certificate Principal Balance thereof ; and (yii) 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-LT1LT- 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 I-LT2, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 LT-1A and REMIC I Regular Interest I-LT5LT-1B, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Corresponding Certificates; pro rata, (cC) to the Holders of the REMIC I Regular Interest ILT-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 Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC I Regular Interest ILT-LT1 AA and REMIC I Regular Interest ILT-LT6ZZ, respectively. (2) 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 (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 remaining Available Distribution Amount: (i) to the Class A 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, less any related Prepayment Interest Shortfalls, to the extent not covered by Compensating Interest pursuant to Section 3.16; (ii) to the Class A Certificateholders, the Principal Distribution Amount (other than with respect to clauses (iv) and (v) thereof), in the manner and priority set forth in Section 4.02(d) below, until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; (iii) to the Class A Certificateholders, an amount equal to the Realized Losses (other than Excess Losses) on the Mortgage Loans during the immediately preceding Due Period, which shall be included in the Principal Distribution Amount and distributed in the manner and priority set forth in Section 4.02(d) below, until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; (iv) to the Certificate Insurer, the amount of any Cumulative Insurance Payments; (v) commencing on the Distribution Date in December 2002, to the Class A Certificateholders, the Overcollateralization Increase Amount, which will be included in the Principal Distribution Amount and distributed in the manner and priority set forth in Section 4.02(d) below, until the aggregate Certificate Principal Balance of the Class A Certificates has been reduced to zero; (vi) to the Class A Certificateholders, the amount of any related Prepayment Interest Shortfalls with respect to the Mortgage Loans for that Distribution Date, to the extent not covered by Compensating Interest on such Distribution Date, which will be allocated to the Class A Certificateholders on a pro rata basis, based on the amount of Accrued Certificate Interest thereon for such Distribution Date; (vii) to the Class A Certificateholders, 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 Certificateholders on a pro rata basis, based on the amount of Prepayment Interest Shortfalls remaining unpaid; (viii) to make payments, from amounts otherwise payable to the Class SB Certificates: (A) first, to the Basis Risk Shortfall Reserve Fund to pay to the Class A Certificates the amount of any Basis Risk Shortfall Carry-Forward Amount on such Certificates and (B) second, to maintain a balance in the Basis Risk Shortfall Reserve Fund equal to the Basis Risk Shortfall Reserve Fund Deposit; (ix) to the Class SB Certificates, the sum of (A) Accrued Certificate Interest thereon, (B) the amount of any Overcollateralization Reduction Amount for such Distribution Date, and (C) any prepayment charges received on the Mortgage Loans during the related Prepayment Period; and (x) to the Class R Certificateholders, the balance, if any, of the Available Distribution Amount. (d) On each Distribution Date, the Principal Distribution Amount shall be distributed as follows: (i) first, concurrently, the Class A-IA Principal Distribution Amount will be distributed to the Class A-IA Certificates, until the Certificate Principal Balance of the Class A-IA Certificates has been reduced to zero, and the Class A-IB Principal Distribution Amount will be distributed to the Class A-IB Certificates, until the Certificate Principal Balance of the Class A-IB Certificates has been reduced to zero: and (ii) second, any remaining Principal Distribution Amount will be distributed to the remaining class of Class A Certificates, until the Certificate Principal Balance of that class of Class A Certificates 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 Certificates to zero, such Class of Certificates will not be entitled to further distributions pursuant to Section 4.02, including, without limitation, the payment of current and unreimbursed Prepayment Interest Shortfalls pursuant to clauses (c)(vi) and (vii) and the Basis Risk Shortfall Carry-Forward Amount pursuant to clause (c)(viii). (f) Within five Business Days before the related Distribution Date, the Master Servicer shall notify the Trustee of the amounts, if any, payable to the Certificate Insurer pursuant to Section 4.02(c)(iv). (g) In addition to the foregoing distributions, with respect to any Mortgage Loan that was previously the subject of a Cash Liquidation or an REO Disposition that resulted in a Realized Loss, in the event that within two years of the date on which such Realized Loss was determined to have occurred the Master Servicer receives amounts which the Master Servicer reasonably believes to represent subsequent recoveries (net of any related liquidation expenses), or determines that it holds surplus amounts previously reserved to cover estimated expenses specifically related to such Mortgage Loan (including, but not limited to, recoveries (net of any related liquidation expenses) in respect of the representations and warranties made by the related Seller pursuant to the applicable Seller's Agreement), the Master Servicer shall distribute such amounts to the Class or Classes to which such Realized Loss was allocated (with the amounts to be distributed allocated among such Classes in the same proportions as such Realized Loss was allocated), and within each such Class to the Certificateholders of record as of the Record Date immediately preceding the date of such distribution (or if such Class of Certificates is no longer outstanding, to the Certificateholders of record at the time that such Realized Loss was allocated); provided that no such distribution to any Class of Certificates of subsequent recoveries related to a Mortgage Loan shall exceed, either individually or in the aggregate and together with any other amounts paid in reimbursement therefor, the amount of the related Realized Loss that was allocated to such Class of Certificates. For the purposes of this Section 4.02(g) any allocation of a Realized Loss to Excess Cash Flow will be treated as an allocation of a Realized Loss to the Class A Certificates. Notwithstanding the foregoing, to the extent that the Master Servicer receives recoveries with respect to Realized Losses which were allocated to the related Class A Certificates and which were paid by the Certificate Insurer pursuant to the Certificate Guaranty Insurance Policy and not previously reimbursed pursuant to Section 4.02(c)(iv), such recoveries shall be paid directly to the Certificate Insurer and applied to reduce the Cumulative Insurance Payments then due to the Certificate Insurer prior to any payment of such amounts to any current Certificateholder or any previous Certificateholder. Any amounts to be so distributed shall not be remitted to or distributed from the Trust Fund, and shall constitute subsequent recoveries with respect to Mortgage Loans that are no longer assets of the Trust Fund. (h) 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 responsibility therefor except as otherwise provided by this Agreement or applicable law. (i) 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 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 Certificateholders as provided in Section 9.01(d).

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 Group 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 the REMIC I Regular Interest I-LTP)LTA-1, 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 Group I Overcollateralization Amount is less than the REMIC I Group 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. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I- LTZZ shall be reduced when the REMIC I Group I Overcollateralized Amount is less than the REMIC I Group I Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LTZZ Uncertificated Interest Deferral Amount and such amount will be payable to the Holders of REMIC I Regular Interest I- LTA-1 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 Group 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, 98.0098.000% 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-1, REMIC I Regular Interest I-LT3, REMIC I Regular Interest I-LT4 and REMIC I Regular Interest I-LT5, 1.001.000% 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, 1.001.000% 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 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 98.0098.000% and 2.002.000% 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 I- LTAA and REMIC I Regular Interest I-LT6LTZZ, respectively. (2) 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 II Regular Interests or withdrawn from the Distribution Account and distributed to the holders of the Class R-I Interest, as the case may be: (i) first, to Holders of the REMIC I Regular Interest II-LTA-2, REMIC I Regular Interest II-LTM1, REMIC I Regular Interest II-LTM2, REMIC I Regular Interest II-LTM3, REMIC I Regular Interest II-LTM4 and REMIC I Regular Interest II-LTM5, 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. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest II- LTZZ shall be reduced when the sum of the REMIC I Group II Overcollateralization Amount is less than the REMIC I Group II Required Overcollateralized Amount, by the lesser of (x) the amount of such difference and (y) the Maximum Uncertificated Interest

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. (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-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 1.00% 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) 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 the REMIC I Regular Interest I-LTP)LTA, 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 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 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 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 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, 98.0098.000% 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 and REMIC I Regular Interest I-LT5LTM4, 1.001.000% 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, 1.001.000% 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 as identified on the Prepayment Charge Schedule or any Distribution Date thereafter 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 98.000% and 2.000% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTZZ, respectively. (2) On the first Distribution Date, the Initial Deposit will be transferred from the Initial Deposit Account to the Distribution Account for inclusion among the Available Distribution Amount, for such Distribution Date. 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; and (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. (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: (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; FIRST, to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; SECOND, to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; THIRD, to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; FOURTH, to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and FIFTH, to the Holders of the Class M-4 Certificates, 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, the Principal Distribution Amount shall be distributed in the following order of priority; FIRST, 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; SECOND, 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; THIRD, 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; FOURTH, 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; and FOURTH, 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. (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 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 A Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (vii) to the Holders of the Class M-1 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (viii) to the Holders of the Class M-2 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (ix) to the Holders of the Class M-3 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (x) to the Holders of the Class M-4 Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (xi) to the Net WAC Rate Carryover Reserve Account, the amount required by Section 3.28(b); (xii) to the Holders of the Class CE Certificates the Interest Distribution Amount and any remaining Overcollateralization Reduction Amount for such Distribution Date; and (xiii) 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; provided, howeverthen any such remaining amounts will be distributed first, 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 and REMIC I Regular Interest I-LT6Class P Certificates, respectively.until the

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 each of REMIC I Regular Interest I-1-A through I-47-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; and (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated to REMIC I Regular interests I-1-A through I-47-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 each of REMIC I Regular Interest II-1-A through II-47-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; and (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, payments of principal shall be allocated to REMIC I Regular interests II-1-A through II-47-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 II-47-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 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 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 and REMIC II Regular Interest M-10 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 and REMIC II Regular Interest M-10, 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, (x) 100% of the amounts deemed distributed on REMIC I Regular Interest III-47-LT6, 1.00% of such remainder; and B pursuant to Section 5.01(b) above and (dy) 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. (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(a)(1), distributions of funds shall be made to Certificateholders only in accordance with Section 5.01(c)(2) through 5.01(c)(7) and Section 5.01(d). (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 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, 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 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 and Class M-10 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 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 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, 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 and Class M-10 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 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 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 Certificate Principal Balance of such Class 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 pursuant to Section 5.01(c)(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, 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 Distribu

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 the REMIC I Regular Interest I-LTP)LTA, 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 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 Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LT6 Uncertificated Interest Deferral Amount; and. Amounts payable as Uncertificated Interest in respect of REMIC I Regular Interest I-LTZZ shall be reduced when the REMIC I Overcollateralized Amount is less than the REMIC I Required Overcollateralization Amount, by the lesser of (x) the amount of such difference and (y) the Maximum I-LTZZ Uncertificated Interest Deferral Amount and such amount 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 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 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, 98.0098.000% 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 and REMIC I Regular Interest I-LT5LTM4, 1.001.000% 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, 1.001.000% 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 as identified on the Prepayment Charge Schedule or any Distribution Date thereafter 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 98.000% and 2.000% of any principal payments that are attributable to an Overcollateralization Reduction Amount shall be allocated to Holders of REMIC I Regular Interest I-LTAA and REMIC I Regular Interest I-LTZZ, 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; and (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. (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: (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; FIRST, to the Holders of the Class A Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; SECOND, to the Holders of the Class M-1 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; THIRD, to the Holders of the Class M-2 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; FOURTH, to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and FIFTH, to the Holders of the Class M-4 Certificates, 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, the Principal Distribution Amount shall be distributed in the following order of priority; FIRST, 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; SECOND, 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; THIRD, 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; FOURTH, 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; and FOURTH, 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. (4) On each Distribution Date, the Net Monthly Excess Cashflow (or, in the case of clause (i) below, the Net Monthly Excess Cashflow exclusive of any Overcollateralization Reduction Amount) 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 principal portion of any Realized Losses incurred or deemed to have been incurred on the Mortgage Loans, 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 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; (iii) 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; (iv) 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; (v) 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; (vi) 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; (vii) to the Holders of the Class A Certificates, in an amount equal to the aggregate of any Prepayment Interest Shortfalls (to the extent not covered by payments pursuant to Section 3.24) 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 (to the extent not covered by payments pursuant to Section 3.24) 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 (to the extent not covered by payments pursuant to Section 3.24) 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 (to the extent not covered by payments pursuant to Section 3.24) 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 (to the extent not covered by payments pursuant to Section 3.24) and any Relief Act Interest Shortfall on the Mortgage Loans allocated to such Certificates; (xii) to the Servicer, the Special Servicing Fee with respect to the Mortgage Loans; (xiii) to the Reserve Fund, the amount required by Section 3.28(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; providedand second, howeverto the Holders of the Class R Certificates. On each Distribution Date, that 98.00% after making the distributions of the Available Distribution Amount as set forth above, the Trust Administrator will FIRST, withdraw from the Reserve Fund all income from the investment of funds in the Reserve Fund and 2.00% distribute such amount to the Holders of the Class CE Certificates, and SECOND, withdraw from the Reserve Fund, to the extent of amounts remaining on deposit therein, the amount of any principal payments 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 and FIFTH, to the Class M-4 Certificates, in each case to the extent such Net WAC Carryover Amount is allocable to each such Class. (b) On each Distribution Date, the Trust Administrator shall withdraw any amounts then on deposit in the Distribution Account that are attributable 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. (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 will 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 Trust Administrator in writing at least five Business Days prior to the Record Date immediately prior to such Distribution Date and is the registered owner of Certificates having an initial aggregate Certificate Principal Balance or Notional Amount that is in excess of the lesser of (i) $5,000,000 or (ii) two-LT1 thirds of the initial Certificate Principal Balance or Notional Amount of such Class of Certificates, 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 will be made in like manner, but only upon presentment and REMIC I Regular surrender of such Certificate at the Corporate Trust Office of the Trust Administrator 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 Trust Administrator, 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 Trust Administrator, 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 Trust Administrator expects that the final distribution with respect to any Class of Certificates will be made on the next Distribution Date, the Trust Administrator shall, no later than three (3) days before the related Distribution Date, mail to each Holder on such date of such Class of Certificates a notice to the effect that: (i) the Trust Administrator 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 Trust Administrator 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 Trust Administrator 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 Trust Administrator shall mail a

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 CertificatesR Interest, as the case may be: (i) first, to the Holders of the REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)LTIZZ, 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 LTIZZ and REMIC I Regular Interest I-LTIIZZ shall be reduced when the sum of the REMIC I Group I Overcollateralized Amount and REMIC I Group II 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 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: (aI) with respect to the Holders of the REMIC Group 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.Loans:

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, 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 Interests LT-A-2 through LT-A-30, 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, 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 (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 Interests (other than LT-A-2 through LT-A- 30, sequenti▇▇▇▇, ▇ntil the Uncertificated Principal Balance of each such REMIC I Regular Interest Iis reduced to zero; and (C) any remaining amount to the Holders of the Class R-LTP)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 Interest LT3-IAIO, 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 LT3-AI-AA, REMIC III Regular Interest LT3-AI-1, REMIC III Regular Interest LT3-AI-2, REMIC III Regular Interest LT3-AI-3, REMIC III Regular Interest LT3-AI-4, REMIC III Regular Interest LT3-AI-5, REMIC III Regular Interest LT3- AI-6, REMIC III Regular Interest LT3-AI-7 and REMIC III Regular Interest LT3-AI-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 ILT3-LT6 AI-ZZ 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 LT3-AI-ZZ Maximum I-LT6 Uncertificated Interest Deferral Amount, and such amount will be payable to the Holders of REMIC III Regular Interest LT3-AI-1, REMIC III Regular Interest LT3-AI-2, REMIC III Regular Interest LT3-AI-3, REMIC III Regular Interest LT3-AI-4, REMIC III Regular Interest LT3-AI-5, REMIC III Regular Interest LT3-AI-6 and REMIC III Regular Interest LT3-AI-7 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 A-I-6 Certificates and Class A-I-7 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 III Group I Regular Interests, Interests (other than REMIC III Regular Interest LT3-IAIO) 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 ILT3-LT1AI-AA, 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 ILT3-LT2AI-1, REMIC I Regular Interest ILT3-AI-2, LT3-AI-3, REMIC I Regular Interest ILT3-LT4 and REMIC I Regular Interest IAI-4, LT3-LT5AI-5, LT3-AI-6, LT3-AI-7, 1.00% of such remainder, in the same proportion as 98 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 A-I-6 Certificates and Class A-I-7 Certificates, respectively until the Uncertificated Principal Balance of such REMIC III Regular Interest is reduced to zero; (cC) to the Holders of the REMIC I III Regular Interest ILT3-LT6AI-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 ILT3-LT1 AI-AA and REMIC I III Regular Interest ILT3-LT6AI-ZZ, respectively. (iii) to the extent of the Group II Available Distribution Amount, to the Holders of REMIC III Regular Interest LT3-AII-AA, REMIC III Regular Interest LT3-AII-1 and REMIC III Regular Interest LT3-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 III Regular Interest LT3-AII-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 LT3-AII-ZZ Maximum Interest Deferral Amount, and such amount will be payable to the Holders of REMIC III Regular Interest LT3-AII-1 in an amount equal to 1% of 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, 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 LT3-AII-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 LT3-AII-1, 1.00% of such remainder, in the same proportion as principal payments are allocated to the Class A-II- 1 Certificates, (C) to the Holders of the REMIC III Regular Interest LT3-AII-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 Group II Overcollateralization Reduction Amount shall be allocated to Holders of the REMIC III Regular Interest LT3-AII-AA and REMIC III Regular Interest LT3-AII-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, subject to the provisions of Section 4.02(e) and (f)), 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) 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 "Group 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 (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 have been reduced to zero; (iii) to the Class A-I Certificateholders (other than the Class A-I-IO 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 paid 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 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; 100 (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, until the Certificate Principal Balance of the Class A-II Certificates has been reduced to zero, but only to the extent the 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 (other than the Class A-I-IO 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, until the Certificate Principal Balance 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; 101 (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-II Certificates the amount of any Basis Risk Shortfall Carry-Forward Amount on such Certificate to the extent not covered by payments pursuant to Section 4.02(d)(xiv), and (ii) second, to maintain a balance in the Reserve Fund equal to the Reserve Fund Deposit; (xv) to the Class SB-II Certificateholders, from the amount, if any, of the Group I Available Distribution Amount remaining after

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 di

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) (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-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 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 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-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: 102 (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-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, 1.00% 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) 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, 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, 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; and (ii) 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, 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) above. (III) On each Distribution Date, following the distributions of interest set forth in Sections 4.01(a)(I) and (II), the sum of the Group I Interest Remittance Amount and the Group II Interest Remittance Amount remaining will be distributed sequentially to the Class M-1, Class M-2, Clas▇ ▇-LT6▇, respectively▇▇▇▇▇ ▇-▇, ▇▇▇▇▇ 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. 104 (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) to the holders of the Group II Certificates (allocated among such Certificates in the priority described below), after taking into account the distribution of the Group II Principal Distribution Amount already distributed, as set forth in Section 4.01(a)(3)(II) below, until the Certificate Principal Balance of each Class in 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) to the Holders of the Group II 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) to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below), after taking into account the distribution of the Group I Principal Distribution Amount already distributed, as set forth in Section 4.01(a)(3)(I) above, until the Certificate Principal Balance of each Class in 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, 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 will be made sequentially to the Class M-1, Class M-2, Class M-3, Cl▇▇▇ ▇-▇, ▇▇▇▇▇ 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. (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 (allocated among such Certificates in the priority described below), the Senior Group I Principal Distribution Amount, until the Certificate Principal Balances thereof have been reduced to zero; and (ii) to the Holders of the Group II Certificates (allocated among such Certificates in the priority described below), after taking into account the distribution of the Group II Principal Distribution Amount, as set forth in Sections 4.01(a)(3)(V) below, up to an amount 105 equal to the Senior Group II Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance of each Class in such group 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 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 Senior Group II Principal Distribution Amount, until the Certificate Principal Balances thereof have been reduced to zero; and (ii) to the Holders of the Group I Certificates (allocated among such Certificates in the priority described below), after taking into account the distribution of the Group I Principal Distribution Amount, as set forth in Sections 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 of each Class in 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 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;

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-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-LTM8, REMIC I Regular Interest I-LTM9 and REMIC I Regular Interest I-LT5, 1.00% of such remainder, LTM10 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) (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-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 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-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 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 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-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 Regular Interest I-LTM5 and REMIC I Regular Interest I-LT5LTM6, 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; 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 Class A-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 A-2A Certificates and the Class A-2B Certificates, the Senior Interest Distribution Amount related 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. (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 A-2A Certificates and the Class A-2B Certificates, the Senior Interest Distribution Amount related to such Certificates, on a PRO RATA basis based on the entitlement of each such Class; (ii) 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); (iii) to the Holders of the Class A-1 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; 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 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 related to the Class M-1 Certificates; (ii) to the Holders of the Class M-2 Certificates, an amount equal to the Interest Distribution Amount related to the Class M-2 Certificates; (iii) to the Holders of the Class M-3 Certificates, an amount equal to the Interest Distribution Amount related to the Class M-3 Certificates; (iv) to the Holders of the Class M-4 Certificates, an amount equal to the Interest Distribution Amount related to the Class M-4 Certificates; (v) to the Holders of the Class M-5 Certificates, an amount equal to the Interest Distribution Amount related 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 related 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 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 Section 4.01(a)(2)(I)(iii) and Section 4.01(a)(2)(II)(iv); and (iii) to the holders of the Class A-2A/B Certificates (allocated among the Classes of Class A-2A/B Certificates in the priority described below), after taking into account the distribution of the Group II Principal Distribution Amount pursuant to Section 4.01(a)(3)(II) 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) to the holders of the Class A-2A/B Certificates (allocated among the Classes of Class A-2A/B Certificates in the priority described below), until the Certificate Principal Balance of each such Class has been reduced to zero; (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) above, until the Certificate Principal Balance of such Class has been reduced to zero; and (iii) after taking into account the amount distributed to the Certificate Insurer pursuant to Section 4.01(a)(3)(I)(ii) above, 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), Section 4.01(a)(2)(II)(iv) and Section 4.01(a)(3)(I)(ii). (III) 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 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, 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. (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 Class A-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) to the Holders of the Class A-2A/B Certificates (allocated between the Classes of the Class A-2A/B Certificates in the priority described below), after taking into account the distribution of the Group II Principal Distribution Amount pursuant to Section 4.01 (a)(3)(V)(i) below, up to an amount equal to the Class A-II Principal Distribution Amount remaining undistributed, 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 II Principal Distribution Amount shall be distributed in the following order of priority: (i) to the Holders of the Class A-2A/B Certificates (allocated between the Classes of the Class A-2A/B Certificates in the priority described below), the Class A-II Principal Distribution Amount, until the Certificate Principal Balance of each such Class has been reduced to zero; (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)(IV)(i) above, up to an amount equal to the Class A-I Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance of such Class has been reduced to zero; and (iii) after taking into account the amount distributed to the Certificate Insurer pursuant to Section 4.01(a)(3)(IV)(ii), to the Certificate Insurer, the Reimbursement Amount for such Distribution Date, to the extent not paid pursuant to the foregoing provisions. (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; and (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. 100 Distributions in respect of principal of the Class A-2A/B Certificates on each Distribution Date shall be distributed first, to the holders of the Class A-2A Certificates, until the Certificate Principal Balance of the Class A-2A Certificate

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)(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-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 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 1.00% 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 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)(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 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)(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-LTB1, REMIC I Regular Interest I-LTB2, 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-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; (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 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-LTB1 and REMIC I Regular Interest I-LT5LTB2, 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 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, to the Holders of the Class A-1 Certificates, the Senior Interest Distribution Amount allocable to the Class A-1 Certificates; THIRD, concurrently, to the Holders of the Class A-2A, Class A-2B and Class A-2C Certificates, the 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 II Interest Remittance Amount as set forth in Section 5.01(a)(3) below;

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) 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-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-LTB1, REMIC I Regular Interest I-LTB2, REMIC I Regular Interest I-LTZZ, REMIC I Regular Interest I-LTP and REMIC I Regular Interest I-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 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-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-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; (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 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 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-LT2LTA1A, REMIC I Regular Interest I-LT3LTA1B, REMIC I Regular Interest I-LT4 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-LTB1 and REMIC I Regular Interest I-LT5LTB2, 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-LT6, 1.00% LTZZ 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 Certificates (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. (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(2) through (5) and Section 5.01(b).

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: (iii) to the Holders of REMIC I Regular Interests (other than REMIC I Regular Interest I-LTP)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 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; (iiiii) (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 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: 112 (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-LT2LTA1A, REMIC I Regular Interest I-LT3LTA1B, REMIC I Regular Interest I-LT4 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-LTB1, REMIC I Regular Interest I-LTB2 and REMIC I Regular Interest I-LT5LTB3, 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 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 interest are deemed to be made to the Holders of REMIC I Regular Interest I-LTISUB, 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 Uncertificated Interest for each such REMIC I Regular Interest for such Distribution Date, plus (B) any amounts in respect thereof remaining unpaid from previous Distribution Dates and 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 113 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, concurrently, to the Holders of the Class A-1A Certificates and 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 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 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:

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-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 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 ▇▇▇▇▇▇▇▇ ▇-▇▇▇▇, 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 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) (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, REMIC I Regular Interest I-LTM9, REMIC Regular Interest I-LTM10 and REMIC I Regular Interest I-LT5LTM11, 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. (2) On each Distribution Date, the Trustee shall withdraw from the Certificate 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 each Class 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 Class of the Class A Certificates; and (ii) sequentially, to the Holders of the Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 Certificates, in that order, an amount equal to the Interest Distribution Amount allocable to each such Class. (3) On each Distribution Date, the Trustee shall withdraw from the Certificate 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) sequentially, to the Holders of the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates, in that order, 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 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 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) sequentially, to the Holders of the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates, in that order, 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 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 84 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 Certificates, in that order, up to an amount equal to the related Class M Principal Distribution Amount until the Certificate Principal Balances of each 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, in each case to the extent not covered by amounts from the Swap Agreement: (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 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 Certificates in that order, in each case, in an amount equal to the Interest Carry Forward Amount allocable to such Class of Certificates; (iii) on a pro-rata basis to the Class A-1 Certificates, Class A-2 Certificates and Class A-3 Certificates, and sequentially to the Class M-1 Certificates, Class M-2 Certificates, Class M-3 Certificates, Class M-4 Certificates, Class M-5 Certificates, Class M-6 Certificates, Class M-7 Certificates, Class M-8 Certificates, Class M-9 Certificates, Class M-10 Certificates and Class M-11 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 Holders of the Class A Certificates and the Mezzanine Certificates, any related unpaid Net WAC Rate Carryover Amount distributed to the Class A Certificates, on a pro rata basis based on the remaining Net WAC Rate Carryover Amount for each such Class and then to the Class of Mezzanine Certificates with the next Highest Priority; (v) to pay any Swap Termination Payments owed to the Swap Counterparty due to a Swap Counterparty Trigger Event; (vi) 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

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, REMIC I Regular Interest CE-2 and REMIC I Regular Interest I-1-A through I-43-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; and (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 distributions made pursuant to clauses (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular Interests I-1-A through I-43-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, REMIC I Regular Interest CE-2 and each of REMIC I Regular Interest II-1-A through II-43-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 distributions made pursuant to clauses (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular Interests II-1-A through II-43-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-43-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-43-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 and REMIC II Regular Interest CE-2, 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, (1) 100% of the Prepayment Charges deemed distributed on REMIC I Regular Interest I-LT6, 1.00% of such remainder; and P 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. (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 (c)(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) and Section 5.01(d). (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 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 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); 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, 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 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); 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:

Distributions. (ai) [Reserved] (1)(Aii) On each Distribution Date, the following amounts, amounts held in the following order of priority, Lower-Tier Distribution Account shall be distributed by REMIC I withdrawn (to REMIC II on account the extent of the REMIC I Regular Interests Available Funds, including or reduced by, to the extent required by Section 3.05(f), the Withheld Amounts, plus any amount withdrawn from the Distribution Excess Liquidation Proceeds Account and distributed pursuant to the holders of the Class R-I Certificates, as Section 3.05(j)) in the case may be: (i) to the Holders of REMIC I all Classes of Lower-Tier Regular Interests (other than REMIC I such amount, the "Lower-Tier Distribution Amount"). Each Class of Lower-Tier Regular Interest I-LTP), Interests shall be deemed to have received distributions in respect of principal in an amount equal to (A) the Uncertificated amount of principal actually distributable to its respective Corresponding Certificates as provided in Section 4.01(b). As of any date, the principal balance of each Lower-Tier Regular Interest for such shall equal the Lower-Tier Principal Balance thereof. On each Distribution Date, plus (B) any amounts distributions of interest made in respect thereof remaining unpaid of any Class of Pooled Regular Certificates on each Distribution Date pursuant to Section 4.01(b) or Section 9.01 shall be deemed to have first been distributed from previous the Lower-Tier REMIC to the Upper-Tier REMIC in respect of its Corresponding Lower-Tier Regular Interest; provided that each Pooled Lower-Tier Regular Interest shall be deemed to have received distributions in respect of interest in an amount equal to the Interest Accrual Amount and Class Interest Shortfalls in respect of the Class X Strip Rate of its Corresponding Certificates, in each case to the extent actually distributable thereon as provided in Section 4.01(b). All distributions of reimbursements of Realized Losses and Additional Trust Fund Expenses made in respect of any Class of Principal Balance Certificates on each Distribution DatesDate pursuant to Section 4.01(b) shall be deemed to have first been distributed from the Lower-Tier REMIC to the Upper-Tier REMIC in respect of its Corresponding Lower-Tier Regular Interest. On the first each Distribution Date, the Trustee shall apply amounts related to each Prepayment Premium and Yield Maintenance Charge then on deposit in the Lower-Tier Distribution Account and received during or prior to the related Collection Period to the Lower-Tier Regular Interests in proportion to the amount of principal distributed to each Class Rof Lower-I Certificates Tier Regular Interests on such Distribution Date pursuant to this Section 4.01(a)(ii). The Trustee shall be entitled deemed to interest accrued on its Certificate Principal Balance at deposit the related PassLower-Through RateTier Distribution Amount and the amount of any Prepayment Premiums and any Yield Maintenance Charges distributed to the Upper-Tier REMIC pursuant to this Section 4.01(a)(ii) into the Upper-Tier Distribution Account. Amounts payable as Uncertificated Interest Any amount in respect of REMIC I Regular Interest Ithe Mortgage Pool that remains in the Lower-LT6 Tier Distribution Account on each Distribution Date after distribution of the Lower-Tier Distribution Amount and distribution of Prepayment Premiums and Yield Maintenance Charges in respect of the Mortgage Pool 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, distributed to the Holders of the Class RLR Certificates (but only to the extent of such amount for such Distribution Date remaining in the Lower-I CertificatesTier Distribution Account, if any). (b) On each Distribution Date occurring prior to the Crossover Date, the Certificate Principal Balance thereof Trustee shall withdraw from the Upper-Tier Distribution Account the amounts deposited in the Upper-Tier Distribution Account in respect of such Distribution Date pursuant to Section 4.01(a)(ii), and distribute such amount to Certificateholders in the amounts and in the order of priority set forth below: (i) First, to pay interest, pro rata, (i) on the Class A-1, Class A-2, Class A-3, Class A-AB and Class A-4 Certificates from the portion of the Available Funds for such Distribution Date attributable to Mortgage Loans in Loan Group 1 up to an amount equal to the aggregate Interest Accrual Amount for those Classes, in each case in accordance with their respective interest entitlements; (ii) on the Class A-1A Certificates from the portion of the Available Funds for such Distribution Date attributable to Mortgage Loans in Loan Group 2 up to an amount equal to the aggregate Interest Accrual Amount for such Class; and (yiii) on each the Class X Certificates from the Available Funds for such Distribution Date up to an amount equal to the Interest Accrual Amount for such Class; provided, however, if on any Distribution Date, the Available Funds (or applicable portion thereof) are insufficient to pay in full the total Interest Accrual Amount to be paid to any of the Classes described in this subclause (i), the Available Funds for such Distribution Date will be allocated among all those Classes pro rata, in accordance with their respective interest entitlements; (ii) Second, pro rata, to the Holders Class A-1, Class A-2, Class A-3, Class A-AB, Class A-4, Class A-1A and Class X Certificates, in respect of REMIC I Regular Interestsinterest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Classes, (iii) Third, in reduction of the Certificate Balances thereof, (A) to the Class A-1, Class A-2, Class A-3, Class A-AB, Class A-4 Certificates, (1) first, to the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution and, after the outstanding Certificate Balance of the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A Certificates have been made on such Distribution Date, until the outstanding Certificate Balance of the Class A-AB Certificates is reduced to the Class A-AB Planned Principal Balance, (2) then, to the Class A-1 Certificates, in an amount equal to the remainder Group 1 Principal Distribution Amount (or the portion of it remaining after distributions on the Available Class A-AB Certificates pursuant to (1) above in this clause Third) for such Distribution Date and, after the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A Certificates, and after payments to the Class A-AB Certificates pursuant to (1) above in this clause Third have been made on such Distribution Date, until the Class A-1 Certificates are reduced to zero, (3) then, to the Class A-2 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion thereof remaining after distributions to the Class A-1 Certificates and distributions on the Class A-1 Certificates) for such Distribution Date and, after the Class A-AB Certificates pursuant to (1) above in this clause Third) for such Distribution Date and, after the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A, and Class A-1 Certificates and payments to the Class A-AB Certificates pursuant to (1) above in this clause Third have been made on such Distribution Date, until the Class A-2 Certificates are reduced to zero, (4) then, to the Class A-3 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-1 and Class A-2 Certificates and distributions on the Class A-AB Certificates pursuant to (1) above in this clause Third) for such Distribution Date and, after the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A, Class A-1 and Class A-2 Certificates and payments to the Class A-AB Certificates pursuant to (1) above in this clause Third have been made on such Distribution Date, until the Class A-3 Certificates have been reduced to zero, (5) then, to the Class A-AB Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after distributions on the Class A-1, Class A-2 and Class A-3 Certificates) for such Distribution Date and, after the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A, Class A-1, Class A-2 and Class A-3 Certificates have been made on such Distribution Date, until the Class A-AB Certificates have been reduced to zero, (6) then, to the Class A-4 Certificates, in an amount equal to the Group 1 Principal Distribution Amount (or the portion of it remaining after distributions to the Class A-1, Class A-2 and Class A-3 Certificates and distributions on the Class A-AB Certificates pursuant to (1) above in this clause Third) for such Distribution Date and, after the Class A-1A Certificates have been reduced to zero, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A, Class A-1, Class A-2 and Class A-3 Certificates and payments to the Class A-AB Certificates pursuant to (1) above in this clause Third have been made on such Distribution Date, until the Class A-4 Certificates have been reduced to zero, (B) to the Class A-1A Certificates, in an amount equal to the Loan Group 2 Principal 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 Class A-1A Certificates, in an amount equal to the REMIC I Regular Interest ILoan Group 1 Principal Distribution Amount remaining after payments to the Class A-1, Class A-2, Class A-3, Class A-LT1AB and Class A-4 Certificates have been made on such Distribution Date, 98.00% of such remainderuntil the Class A-1A Certificates are reduced to zero; (biv) Fourth, to the Holders Class A-1, Class A-2, Class A-3, Class A-AB, Class A-4 and Class A-1A Certificat▇▇, ▇▇▇ ▇▇▇▇, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to 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% aggregate of such remainder, in the same proportion as principal payments are unreimbursed Realized Losses previously allocated to the Corresponding Certificatessuch Class; (cv) Fifth, to the Holders Class A-M Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (vi) Sixth, to the Class A-M Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (vii) Seventh, to the Class A-M Certificates, in reduction of the REMIC I Regular Interest I-LT6Certificate Balance thereof, 1.00% an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such remainder; andClass is reduced to zero; (dviii) Eighth, to the Holders Class A-M Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (ix) Ninth, to the Class A-J Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (x) Tenth, to the Class A-J Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xi) Eleventh, to the Class A-J Certificates, in reduction of the REMIC I Regular Certificate Balance thereof, an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xii) Twelfth, to the Class A-J Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xiii) Thirteenth, to the Class B Certificates in respect of interest, up to an amount equal to the aggregate Interest I-LTPAccrual Amount of such Class; (xiv) Fourteenth, $100 on to the Distribution Date immediately following Class B Certificates in respect of interest, up to an amount equal to the expiration aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xv) Fifteenth, to the Class B Certificates, in reduction of the latest Prepayment Charge term as identified on Certificate Balance thereof, an amount equal to the Mortgage Loan Schedule or any Principal Distribution Date thereafter; providedAmount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, howeveruntil the Certificate Balance of such Class is reduced to zero; (xvi) Sixteenth, that 98.00% and 2.00% to the Class B Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of any principal payments that are attributable Realized Losses, if any, an amount equal to a Overcollateralization Reduction Amount shall be the aggregate of such unreimbursed Realized Losses previously allocated to Holders such Class; (xvii) Seventeenth, to the Class C Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (xviii) Eighteenth, to the Class C Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xix) Nineteenth, to the Class C Certificates in reduction of the REMIC I Regular Certificate Balance thereof, an amount equal to the Principal Distribution Amount less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xx) Twentieth, to the Class C Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, up to an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxi) Twenty-first, to the Class D Certificates in respect of interest, up to an amount equal to the aggregate Interest IAccrual Amount of such Class; (xxii) Twenty-LT1 and REMIC I Regular second, to the Class D Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest IShortfalls previously allocated to such Class; (xxiii) Twenty-LT6third, respectively.to the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount less amounts of Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxiv) Twenty-fourth, to the Class D Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxv) Twenty-fifth, to the Class E Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (xxvi) Twenty-sixth, to the Class E Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xxvii) Twenty-seventh, to the Class E Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount, less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxviii) Twenty-eighth, to the Class E Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxix) Twenty-ninth, to the Class F Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (xxx) Thirtieth, to the Class F Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xxxi) Thirty-first, to the Class F Certificates in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount less the amount of the Principal Distribution Amount distributed pursuant to all prior clauses, until the Certificate Balance of such Class is reduced to zero; (xxxii) Thirty-second, to the Class F Certificates, to the extent not distributed pursuant to all prior clauses, for the unreimbursed amounts of Realized Losses, if any, an amount equal to the aggregate of such unreimbursed Realized Losses previously allocated to such Class; (xxxiii) Thirty-third, to the Class G Certificates in respect of interest, up to an amount equal to the aggregate Interest Accrual Amount of such Class; (xxxiv) Thirty-fourth, to the Class G Certificates in respect of interest, up to an amount equal to the aggregate unpaid Class Interest Shortfalls previously allocated to such Class; (xxxv) Thirty-fifth, to the Class G Certificates, in reduction of the Certificate Ba

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 IA Mortgage Loans: (i) to Holders of REMIC I Regular Interest IA and REMIC I Regular Interest IA-1-A through IA-57-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 IA, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest IA 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 IA-1-A through IA-57-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 IB Mortgage Loans: (i) to Holders of REMIC I Regular Interest IB and REMIC I Regular Interest IB-1-A through IB-57-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; and (ii) to the extent of amounts remaining after the distributions made pursuant to clause (i) above, to the Holders of REMIC I Regular Interest IB, an amount of principal shall be distributed to such Holders until the Uncertificated Balance of REMIC I Regular Interest IB 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 IB-1-A through IB-57-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. (3) 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-57-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 distributions made pursuant to clauses (i) and (ii) above, payments of principal shall be allocated to REMIC I Regular Interests II-1-A through II-57-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 IA-57-B, all amounts representing Prepayment Charges in respect of the Group IA Mortgage Loans received during the related Prepayment Period, to the Holders of REMIC I Regular Interest IB-57-B, all amounts representing Prepayment Charges in respect of the Group IB Mortgage Loans received during the related Prepayment Period and to the Holders of REMIC I Regular Interest II-57-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-1A, REMIC II Regular Interest A-1B, 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, 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-1A, REMIC II Regular Interest A-1B, 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 IA-SUB, REMIC II Regular Interest IA-GRP, REMIC II Regular Interest IB-SUB, REMIC II Regular Interest IB-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-1A, REMIC II Regular Interest A-1B, 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, (1) 100% of the Prepayment Charges deemed distributed on REMIC I Regular Interest I-LT6IA-57B, 1.00% of such remainder; and (d) to the Holders of the REMIC I Regular Interest IIB-57B and REMIC I Regular Interest II-57-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 (c)(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 (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 Group IA 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 IA 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 IA 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); second, to the Holders of the Class A-1A Certificates, the Senior Interest Distribution Amount allocable to the Class A-1A Certificates; and third, concurrently, to the Holders of the Class ▇-▇▇, ▇▇▇▇▇ ▇-▇▇, ▇▇▇▇▇ ▇-▇▇, 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 IB Interest Remittance Amount as set forth in Section 5.01(c)(3) below and to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(4) 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 IB 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 IB 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 IB 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); second, to the Holders of the Class A-1B Certificates, the Senior Interest Distribution Amount allocable to the Class A-1B Certificates; and third, concurrently, to the Holders of the Class A-1A, 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 IA Interest Remittance Amount as set forth in Section 5.01(c)(2) above and to the extent remaining unpaid after the distribution of the Group II Interest Remittance Amount as set forth in Section 5.01(c)(4) below, 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 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 (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); 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-1A Certificates and 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 IA Interest Remittance Amount as set forth in Section 5.01(c)(2) above and to the extent remaining unpaid after the distribution of the Group IB Interest Remittance Amount as set forth in Section 5.01(c)(3) above, on a pro rata basis, based on the entitlement of each such Class. (5) 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 IA Interest Remittance Amount, the Group IB Interest Remittance Amount and the Group II Interest Remittance Amount remaining after the distributions require

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 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-LTB, 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-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 and REMIC I Regular Interest I-LTB, 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: (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-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 and REMIC I Regular Interest I-LT5LTB, 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 (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, concurrently, to the Holders of the Class A-1 Certificates and Class A-3 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-2 Certificates, the Senior Interest Distribution 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; and SECOND, concurrently, to the Holders of the Class A-1 Certificates and Class A-3 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 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, to the Holders of the Class M-1 Certificates, the Interest Distribution Amount allocable to the Class M-1 Certificates; SECOND, to the Holders of the Class M-2 Certificates, the Interest Distribution Amount allocable to the Class M-2 Certificates; THIRD, to the Holders of the Class M-3 Certificates, the Interest Distribution Amount allocable to the Class M-3 Certificates; FOURTH, to the Holders of the Class M-4 Certificates, the Interest Distribution Amount allocable to the Class M-4 Certificates; FIFTH, to the Holders of the Class M-5 Certificates, the Interest Distribution Amount allocable to the Class M-5 Certificates; SIXTH, to the Holders of the Class M-6 Certificates, the Interest Distribution Amount allocable to the Class M-6 Certificates; and SEVENTH, to the Holders of the Class B Certificates, the Interest Distribution Amount allocable to the Class B Certificates. (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-1 Certificates and Class A-3 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 SECOND, 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, until the Certificate Principal Balance of such Class 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 such Class has been reduced to zero; and SECOND, concurrently, to the Holders of the Class A-1 Certificates and Class A-3 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. (iii) The Group I Principal Distribution Amount and Group II Principal Distribution Amount remaining after distributions pursuant to Section 5.01(a)(5)(i) and (ii) above 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; THIRD, to the Holders of the Class M-3 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; FOURTH, to the Holders of the Class M-4 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; FIFTH, to the Holders of the Class M-5 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; SIXTH, to the Holders of the Class M-6 Certificates, until the Certificate Principal Balance of such Class has been reduced to zero; and SEVENTH, to the Holders of the Class B Certificates, until the Certificate Principal Balance of 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-1 Certificates and Class A-3 Certificates, the Class A-1/A-3 Principal Distribution Amount, 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 extent of the portion, if any, of the Class A-1/A-3 Principal Distribution Amount remaining undistributed pursuant to clause FIRST of this Section 5.01(a)(6)(i), 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, until the Certificate Principal Balance of such Class has been reduced to zero; 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 such Class 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 such Class has been reduced to zero; SECOND, to the extent of the portion, if any, of the Class A-2 Principal Distribution Amount remaining undistributed pursuant to clause FIRST of this Section 5.01(a)(6)(ii), concurrently, to the Holders of the Class A-1 Certificates and Class A-3 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, until the Certificate Principal Balance of each such Class has been reduced to zero; and THIRD, concurrently, to the Holders of the Class A-1 Certificates and Class A-3 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 to the amount, if any, of the Class A-1/A-3 Principal Distribution Amount remaining unpaid on such Distribution Date, until the Certificate Principal Balance of each such Class has been reduced to zero. (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 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 Class M-2 Certificates, the lesser of (x) the excess of (i) the remaining 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 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 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

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 I-1-A through I-43-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-43-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-43-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-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 and REMIC II Regular Interest II-LTM9 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 and REMIC II Regular Interest II-LTM9, 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 and REMIC II Regular Interest II-LTM9 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.

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-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 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-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 and REMIC I Regular Interest I-LTM6 in the same proportion as the Overcollateralization Increase Amount is allocated to the Corresponding Certificates; 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 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 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 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.

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 Interest I-LTSA, REMIC I Regular Interest I-LTSB, REMIC I Regular Interest I-LTSC, REMIC I Regular Interest I-LTSD, REMIC I Regular Interest I-LTSE, 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, REMIC I Regular Interest I-LT3 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 LT1, REMIC I Regular Interest I-LT2 and REMIC I Regular Interest I-LT6LT3, respectivelyuntil the Uncertificated Balance of such REMIC I Regular Interest is reduced to zero, and second, to the Holders of REMIC I Regular Interest I-LTSA, REMIC I Regular Interest I-LTSB, REMIC I Regular Interest I-LTSC, REMIC I Regular Interest I-LTSD and REMIC I Regular Interest I-LTSE, 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. 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 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-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-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 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-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) (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-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, 1.00% 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) concurrently, 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; (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, 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. (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: (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 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, Class ▇-▇, ▇▇▇▇▇ ▇-▇▇ and Class M- 11 Certificates, in that order, until the Certificate Principal Balance of each 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, 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, Class M-9, Class M-10 and Class M-11 Certificates, in that order, the 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 sequentially, to the Class A-1A Certificates, the Class A-1B Certificates, the Class A-1C Certificates and the Class A-1D Certificates, in that order, until the Certificate Principal Balance of each such Class has been reduced to zero; provided, however, on any Distribution Date on which the aggregate Certificate Principal Balance of the Mezzanine Certificates and Class CE Certificates has been reduced to zero, all principal distributions 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, 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, 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, Class M-9, Class M-10 and Class M-11 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 that are attributable Net WAC Rate Carryover Amount for such Distribution Date and distribute such amount in the following order of priority: (A) concurrently, to each Class of Class A Certificates, the related Cap Amount, in each case up to a Overcollateralization Reduction maximum amount equal to the related Net WAC Rate Carryover Amount for such Distribution Date; (B) sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, 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 related Cap Amount, in each case up to a maximum amount equal to the related Net WAC Rate Carryover Amount for such Distribution Date; (C) concurrently, to each Class of Class A Certificates, the related Net WAC Rate Carryover Amount remaining undistributed pursuant to clause (A) above, on a pro rata basis based on such respective remaining Net WAC Rate Carryover Amounts; and (D) sequentially, to the Class ▇-▇, ▇▇▇▇▇ ▇-▇, 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 related Net WAC Rate Carryover Amount remaining undistributed pursuant to clause (B) above. (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 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-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 surren

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-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) 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-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; and (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 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 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 I-CE, an amount of principal shall be distributed to such Holders 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 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 January 2008, to the Supplemental Interest Trust for payment to the Swap Provider, 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 Net 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 January 2008, to the Supplemental Interest Trust for payment to the Swap Provider, 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 Net 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 January 2008, to the Supplemental Interest Trust for payment to the Swap Provider, 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 not paid from the Interest Remittance Amount on such Distribution Date and (y) any Net Swap Payment and Swap Termination Payment not paid pursuant to clause (x) in first of 5.01(c)(5)(ii); 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 January 2008, t