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

Appears in 8 contracts

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

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

Appears in 5 contracts

Sources: Pooling and Servicing Agreement (Benchmark 2026-B42 Mortgage Trust), Pooling and Servicing Agreement (BMO 2026-C14 Mortgage Trust), Pooling and Servicing Agreement (BBCMS Mortgage Trust 2025-C39)

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

Appears in 4 contracts

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

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

Distributions. (a) [~~Reserved~~RESERVED] (b) On each Distribution Date, the Securities Administrator shall make the following distributions from funds then available in the Certificate Account, of an amount equal to the ~~extent of the Available~~ Interest Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first,~~ to the ~~Holders~~ Class P Certificates, an amount equal to any Prepayment Charges received with respect to the Mortgage Loans and all amounts paid by the Servicer, the Seller or the Transferor in respect of Prepayment Charges pursuant to this Agreement or the Transfer Agreement, as applicable, and all amounts received in respect of any indemnification paid as a result of a Prepayment Charge being unenforceable in breach of the representations and warranties set forth in the Sale Agreement or the Transfer Agreement for the related Prepayment Period; (ii) to each class of the Class ~~A-1~~ A-1, Class A-2 and Class R Certificates, the Current Interest and any Interest Carry Forward Amount with respect to each such class; provided, however, that if Interest Funds are insufficient to make a full distribution of the aggregate Current Interest and the aggregate Interest Carry Forward Amount to the Class A-1, Class A-2 and Class R Certificates, Interest Funds will be distributed pro rata among each class of the Class A-1, Class A-2 and Class R Certificates based upon the ratio of (x) the Current Interest and Interest Carry Forward Amount for each class of the Class A-1, Class A-2 and Class R Certificates to (y) the total amount of Current Interest and any Interest Carry Forward Amount for the Class A-1, Class A-2 and Class R Certificates in the aggregate; (iii) to the Class A-3 Certificates, the ~~Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ Current Interest for such class and ~~the Class X-B Certificates, in~~ any Interest Carry Forward Amount with respect ~~of interest, concurrently, as follows:~~to such class; (Aiv) to the Class ~~A-1~~ M-1 Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ the ~~portion of Available Funds attributable to the Group 1 Assets~~ Current Interest for such ~~Distribution Date, up~~ class and any Interest Carry Forward Amount with respect to ~~an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for~~ such ~~Classes~~class; (Bv) to the Class ~~A-BP Certificate~~M-2 Certificates, ~~from~~ the ~~portion of Available Funds attributable~~ Current Interest for such class and any Interest Carry Forward Amount with respect to such class; (vi) to the ~~BP Freely Prepayable Note in Asset Group 2~~ Class M-3 Certificates, the Current Interest for such ~~Distribution Date, up~~ class and any Interest Carry Forward Amount with respect to ~~an amount equal~~ such class; (vii) to the Class M-4 Certificates, the Current Interest ~~Distribution Amount~~ for such ~~Class~~class and any Interest Carry Forward Amount with respect to such class; (viii) to the Class M-5 Certificates, the Current Interest for such class and any Interest Carry Forward Amount with respect to such class; (ix) to the Class M-6 Certificates, the Current Interest for such class and any Interest Carry Forward Amount with respect to such class; (x) pro rata to each class of the Class B-1 Certificates, the Current Interest for each such class and any Interest Carry Forward Amount with respect to each such class; (xi) pro rata to each class of the Class B-2 Certificates, the Current Interest for each such class and any Interest Carry Forward Amount with respect to each such class; (xii) pro rata to each class of the Class B-3 Certificates, the Current Interest for each such class and any Interest Carry Forward Amount with respect to each such class; (xiii) pro rata to each class of the Class B-4 Certificates, the Current Interest for each such class and any Interest Carry Forward Amount with respect to each such class; and (Cxiv) any remainder pursuant to Section 4.04(f) hereof. On each Distribution Date, subject to the proviso in (ii) above, Interest Funds received on the Group One Mortgage Loans will be deemed to be distributed to the Class ~~X-A Certificates,~~ R and Class ~~X-BP~~ A-1 Certificates and ~~Class X-B Certificates, from Available~~ Interest Funds ~~for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with,~~ received on the ~~respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest~~ Group Two Mortgage Loans will be deemed to be ~~paid~~ distributed to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, in each case, until the ~~Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB~~ related Current Interest and Interest Carry Forward Amount of each such class of Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates~~ has been ~~reduced~~ paid in full. Thereafter, Interest Funds not required for such distributions are available to ~~zero~~be applied to if necessary, ~~the Group 2 Principal Distribution Amount remaining after payments~~ to the ~~Class A-BP~~ class or classes of Certificates ~~have been made on~~ that are not related to such group of Mortgage Loans. (c) [RESERVED] (d) On each Distribution Date, in the Securities Administrator shall make the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after from the Certificate ~~Balances~~ Account of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount in the following order of priority, and each such distribution shall be made only after all distributions pursuant to Section 4.04(b) above shall have been made until such amount shall have been fully distributed for such Distribution Date: (i) to the Class A Certificates (other than the Class A-3 Certificate), the Class A Principal Distribution Amount shall be distributed as follows: (a) the Group One Principal Distribution Amount will be distributed as follows: sequentially to the Class R and Class A-1 Certificates, until the Certificate Principal Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates class has been reduced to zero; (vib) ~~sixth~~the Group Two Principal Distribution Amount will be distributed as follows: pro rata, to the ~~Holders~~ Class A-2A Certificates and the Class A-2B Certificates until the Certificate Principal Balance of each such class has been reduced to zero; provided, however, that on and after the Distribution Date on which the aggregate Certificate Principal Balance of the Class ~~A-S Certificates~~M, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B ~~Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such~~ and Class of C Certificates ~~for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have~~ has been reduced to zero, any principal distributions allocated to the ~~Holders of~~ Class A-2A and Class A-2B Certificates are required to be allocated sequentially, to the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A A-2A Certificates ~~have been made on such Distribution Date)~~ until the Certificate Principal Balance thereof has been reduced to zero and then to the Class A-2B Certificates until the Certificate Principal Balance thereof has been reduced to zero; and (c) any principal distributions to the Class A-2A Certificates pursuant to clause (b) above will be distributed as follows: sequentially, to the Class A-2A1 Certificates until the Certificate Principal Balance thereof has been reduced to zero and then to the Class A-2A2 Certificates until the Certificate Principal Balance thereof has been reduced to zero; provided, however, that on and after the Distribution Date on which the aggregate Certificate Principal Balance of the Class M, Class B and Class C Certificates has been reduced to zero, any principal distributions to the Class A-2A Certificates pursuant to clause (b) above are -95- required to be allocated pro rata to the Class A-2A1 Certificates and the Class A-2A2 Certificates until the Certificate Principal Balance of each such class has been reduced to zero; (ii) to the Class A-3 Certificates, the remaining Class A Principal Distribution Amount after distributions have been made pursuant to clause (i) above; (iii) to the Class M-1 Certificates, the Class M-1 Principal Distribution Amount; (iv) to the Class M-2 Certificates, the Class M-2 Principal Distribution Amount; (v) to the Class M-3 Certificates, the Class M-3 Principal Distribution Amount; (vi) to the Class M-4 Certificates, the Class M-4 Principal Distribution Amount; (vii) to the Class M-5 Certificates, the Class M-5 Principal Distribution Amount; (viii) to the Class M-6 Certificates, the Class M-6 Principal Distribution Amount; (ix) ~~ninth,~~ pro rata to ~~the Holders~~ each class of the Class B B-1 Certificates, ~~first up to an amount equal to~~ the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~B-1 Principal Distribution Amount; (x) ~~tenth,~~ pro rata to ~~the Holders~~ each class of the Class C B-2 Certificates, ~~in respect of interest, up to an amount equal to~~ the ~~Interest~~ Class B-2 Principal Distribution ~~Amount in respect of such Class of Certificates for such Distribution Date~~Amount; (xi) ~~eleventh, after the Certificate Balances~~ pro rata to each class of the Class ~~A Certificates and~~ B-3 Certificates, the Class ~~B Certificates~~ B-3 Principal Distribution Amount; (xii) pro rata to each class of the Class B-4 Certificates, the Class B-4 Principal Distribution Amount; and (xiii) any remainder pursuant to Section 4.04(f) hereof. (e) [RESERVED] (f) On each Distribution Date, the Securities Administrator shall make the following distributions up to the following amounts from the Certificate Account of the remainders pursuant to Section 4.04(b)(xiv)and (d)(xiii) hereof and each such distribution shall be made only after all distributions pursuant to Sections 4.04(b) and (d) above shall have been ~~reduced to zero~~made until such remainders shall have been fully distributed for such Distribution Date: (i) for distribution as part of the Principal Distribution Amount, the Extra Principal Distribution Amount; (ii) to the ~~Holders~~ Class M-1 Certificates, any Unpaid Realized Loss Amount for such class; (iii) to the Class M-2 Certificates, any Unpaid Realized Loss Amount for such class; (iv) to the Class M-3 Certificates, any Unpaid Realized Loss Amount for such class; (v) to the Class M-4 Certificates, any Unpaid Realized Loss Amount for such class; (vi) to the Class M-5 Certificates, any Unpaid Realized Loss Amount for such class; (vii) to the Class M-6 Certificates, any Unpaid Realized Loss Amount for such class; (viii) pro rata to each class of the Class B-1 Certificates, any Unpaid Realized Loss Amount for such class; (ix) pro rata to each class of the Class B-2 Certificates, any Unpaid Realized Loss Amount for such class; (x) pro rata to each class of the Class B-3 Certificates, any Unpaid Realized Loss Amount for such class; (xi) pro rata to each class of the Class B-4 Certificates, any Unpaid Realized Loss Amount for such class; (xii) to the Class R Certificate, the Residual Excess Interest Amount; (xiii) to the Class A, Class M and Class B Certificates, on a pro rata basis, based upon outstanding Floating Rate Certificate Carryover for each such Class, the Floating Rate Certificate Carryover for each such Class; and (xiv) the remainder pursuant to Section 4.04(g) hereof. (g) on each Distribution Date, the Securities Administrator shall allocate the remainders pursuant to Section 4.04(f)(xiv) as follows: (i) to the Class C Certificates in ~~reduction~~ the following order of ~~the Certificate Balance thereof~~priority, ~~up to an amount equal to the Principal Distribution Amount~~ (~~or the portion thereof remaining after any distributions in respect of~~ I) the Class ~~A Certificates and~~ C Current Interest, (II) the Class ~~B Certificates have been made~~ C Interest Carry Forward Amount, (III) as principal on ~~such Distribution Date)~~ the Class C Certificate until the Certificate Principal Balance of the Class C Certificates has been reduced to ~~zero;~~zero and (IV) the Class C Unpaid Realized Loss Amount; and (~~xii~~ii) ~~twelfth~~the remainder pursuant to Section 4.04(h) hereof. (h) On each Distribution Date, the Securities Administrator shall allocate the remainder pursuant to Section 4.04(g)(ii) hereof (i) to the ~~Holders~~ Securities Administrator to reimburse amounts or pay indemnification amounts owing to the Master Servicer and the Securities Administrator pursuant to Section 6.03 and (ii) to the Class R Certificate and such distributions shall be made only after all preceding distributions shall have been made until such remainder shall have been fully distributed. (i) On each Distribution Date, after giving effect to distributions on such Distribution Date, the Securities Administrator shall allocate the Applied Realized Loss Amount for the Certificates to reduce the Certificate Principal Balances of the Class C Certificates and the Subordinate Certificates in the following order of priority: (i) to the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of until the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the C Certificate ~~Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate~~ Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been is reduced to zero; (xvii) ~~fifteenth,~~ pro rata to ~~the Holders~~ each class of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of B-4 Certificates until the Class ~~E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the~~ B-4 Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been is reduced to zero; (~~xviii~~iii) ~~eighteenth,~~ pro rata to ~~the Holders~~ each class of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of B-3 Certificates until the Class ~~F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the~~ B-3 Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been is reduced to zero; (~~xxi~~iv) ~~twenty-first,~~ pro rata to ~~the Holders~~ each class of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of B-2 Certificates until the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the B-2 Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been is reduced to zero; (~~xxiv~~v) ~~twenty-fourth,~~ pro rata to ~~the Holders~~ each class of the Class ~~G-RR Certificates, first up~~ B-1 Certificates until the Class B-1 Certificate Principal Balance is reduced to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Classzero; (~~xxv~~vi) ~~twenty-fifth,~~ to the ~~Holders~~ Class M-6 Certificates until the Class M-6 Certificate Principal Balance is reduced to zero; (vii) to the Class M-5 Certificates until the Class M-5 Certificate Principal Balance is reduced to zero; (viii) to the Class M-4 Certificates until the Class M-4 Certificate Principal Balance is reduced to zero; (ix) to the Class M-3 Certificates until the Class M-3 Certificate Principal Balance is reduced to zero; (x) to the Class M-2 Certificates until the Class M-2 Certificate Principal Balance is reduced to zero; and (xi) to the Class M-1 Certificates until the Class M-1 Certificate Principal Balance is reduced to zero. (j) Subject to Section 9.02 hereof respecting the final distribution, on each Distribution Date the Securities Administrator shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Securities Administrator at least five (5) Business Days prior to the related Record Date or, if not, by check mailed by first class mail to such Certificateholder at the address of such holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 9.02 hereof respecting the final distribution, distributions with respect to Certificates registered in the name of a Depository shall be made to such Depository in immediately available funds. In accordance with this Agreement, the Servicer shall prepare and deliver a report (the "Remittance Report") to the Securities Administrator in the form of a computer readable magnetic tape (or by such other means as the Servicer and the Securities Administrator may agree from time to time) containing such data and information as to permit the Securities Administrator to prepare the Monthly Statement to Certificateholders and make the required distributions for the related Distribution Date. The Securities Administrator will prepare the Monthly Report based solely upon the information received from the Servicer. The Trustee shall promptly notify the NIMs Insurer of any proceeding or the institution of any action, of which a Responsible Officer of the Trustee has actual knowledge, seeking the avoidance as a preferential transfer under applicable bankruptcy, insolvency, receivership or similar law (a "Preference Claim") of any distribution made with respect to the Class C Certificates or the Class P Certificates. Each Holder of the Class ~~H-RR~~ C Certificates or the Class P Certificates, by its purchase of such Certificates and the Trustee hereby agree that the NIMs Insurer may at any time during the continuation of any proceeding relating to a Preference Claim direct all matters relating to such Preference Claim, including, without limitation, (i) the direction of any appeal of any order relating to such Preference Claim and (ii) the posting of any surety, supersedes or performance bond pending any such appeal. In addition and without limitation of the foregoing, the NIMs Insurer shall be subrogated to the rights of the Trustee and each Holder of the Class C Certificates and the Class P Certificates in ~~respect~~ the conduct of ~~interest~~any such Preference Claim, up including, without limitation, all rights of any party to an ~~amount equal to~~adversary proceeding action with respect to any court order issued in connection with any such Preference Claim; provided, however, that the NIMs Insurer will not have any rights with respect to any Preference Claim set forth in this paragraph unless the indenture trustee with respect to the NIM Notes or the holder of any NIMs Notes has been required to relinquish a distribution made on the Class C Certificates, the ~~Interest Distribution Amount~~ Class P Certificates or the NIM Notes, as applicable, and the NIMs Insurer made a payment in respect of such relinquished amount. (k) The Securities Administrator is hereby directed by the Depositor to execute the Cap Contracts on behalf of the Trust Fund in the form presented to it by the Depositor and shall have no responsibility for the contents of such Cap Contract, including, without limitation, the representations and warranties contained therein. Any funds payable by the Securities Administrator under the Cap Contracts at closing shall be paid by the Depositor. Notwithstanding anything to the contrary contained herein or in any Cap Contract, except as set forth in Section 11 of each Cap Contract, the Securities Administrator shall not be required to make any payments to the counterparty under any Cap Contract. Any payments received under the terms of the related Cap Contract will be available to pay the holders of the related Class A, Class M and Class B Certificates up to the amount of ~~Certificates for~~ any Floating Rate Certificate Carryovers remaining after all other distributions required under this Section 4.04 are made on such Distribution Date~~; (xxvi) twenty-sixth~~, ~~after the~~ other than Floating Rate Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, Carryovers attributable to the ~~Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t~~fact that Applied Realized Loss Amo

Appears in 3 contracts

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc), Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Inc)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Paying Agent, in accordance with the ~~Available Funds~~ report delivered for such ~~Distribution Date~~day pursuant to SECTION 5.1(a), ~~the Certificate Administrator~~ shall ~~be deemed to transfer the Lower-Tier Distribution Amount~~ withdraw from ~~the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account~~ amounts deposited in the ~~amounts and priorities~~ Series 2001-A Certificate Account during the Related Collection Period such amount of funds as are necessary to provide for the payments set forth ~~in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests,~~ below and ~~immediately thereafter,~~ shall make ~~distributions thereof from~~ the ~~Upper-Tier REMIC Distribution Account~~ following payments in the following order ~~of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~on such Distribution Date: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereofFIRST, an amount equal to the ~~Principal Distribution Amount (or~~ amount calculated pursuant to SECTION 4.3(a) shall be distributed to the ~~portion thereof remaining after any distributions in respect of~~ Trustee and the ~~Class A Certificates~~Servicer, ~~Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero~~respectively; (xvii) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereofSECOND, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made Quarterly Interest due on such Distribution ~~Date), until~~ Date and any Additional Amounts with respect to the ~~outstanding Certificate Balance of the Class E~~Series 2001-~~RR Certificates has been reduced~~ A Series shall be distributed PRO RATA to ~~zero~~each Series 2001-A Certificateholder; (~~xviii~~iii) ~~eighteenth~~THIRD, ~~to the Holders of the Class E~~if (but only if) a Series 2001-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereofRapid Amortization Period has not commenced, an amount equal to the Series 2001-A Quarterly Principal ~~Distribution~~ Amortization Amount ~~(or the portion thereof remaining after any distributions in respect of the Class~~ shall be distributed PRO RATA to each Series 2001-A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zeroCertificateholder; (~~xxi~~iv) ~~twenty~~FOURTH, if (but only if) a Series 2001-~~first~~A Rapid Amortization Period has commenced, an amount up to the outstanding Series 2001-A Certificate Balance shall be distributed PRO RATA to each Series 2001-A Certificateholder; (v) FIFTH, to the Holders of Certificates of any Series or other Persons to whom any other accrued and unpaid expenses (including indemnification amounts) or other obligations payable from the ~~Class F-RR Certificates~~Trust Assets are payable, ~~first up to~~ an amount ~~equal~~ up to the aggregate of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~unpaid obligations; (~~xxii~~vi) ~~twenty-second~~SIXTH, to the Subordinated Certificateholders PRO RATA based on the principal amount of each Subordinated Certificate held by such Person in an amount not to exceed the outstanding balance of such Subordinated Certificates; and (vii) SEVENTH, all remaining amounts to the Sellers as Holders of the ~~Class G-RR Certificates~~Sellers' Certificate in accordance with each Seller's applicable Seller Percentage or as the Sellers may direct, in ~~respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date;~~each case by wire transfer. (~~xxiii~~b) ~~twenty~~The Paying Agent shall make all distributions to each Series 2001-~~third, after~~ A Certificateholder of record on the immediately preceding Record Date (other than as provided in Section 9.3 of the Master Trust Agreement respecting a final distribution). Such distributions shall be made PRO RATA to each Series 2001-A Certificateholder (based on the ratio of the portion of the Series 2001-A Certificate Balance represented by each Series 2001-A Certificate held by such Certificateholder to the Series 2001-A Certificate Balance) by wire transfer to each Series 2001-A Certificateholder as such Person's address appears on the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tRegister.

Appears in 3 contracts

Sources: Second Amended and Restated Series 2001 a Supplement (TMM Holdings Sa De Cv), Amended and Restated Series 2001 a Supplement (TMM Holdings), Second Amended and Restated Series 2001 a Supplement (TMM Holdings)

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (~~a) [Reserved] (b~~1) On each Distribution Date, the Securities Administrator, based solely on the information set forth in the Remittance Report, shall withdraw from the Distribution Account that portion of the Available Funds equal to the Interest Remittance Amount for that Distribution Date and make the following disbursements and transfers in the following order of priority in each case, to the extent of the ~~Available Funds~~ Interest Remittance Amount remaining for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) concurrently, to the Securities Administrator and the Custodian, the Securities Administrator Fee and the Custodian Fee, respectively, for such Distribution Date; (ii) first, concurrently to the Holders of each Class of Senior Certificates, applied in accordance with the allocation rules set forth in Section 4.01(f) below, the related Monthly Interest Distributable Amount, on a pro rata basis based on such Monthly Interest Distributable Amount and second, concurrently to each Class of Senior Certificates, applied in accordance with the allocation rules set forth in Section 4.01(f) below, the related Unpaid Interest Shortfall Amount, if any, for each such Class for such Distribution Date on a pro rata basis based on such Unpaid Interest Shortfall Amount. (iii) to the Holders of the Class ~~A-1~~ M-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective related Monthly Interest ~~Distribution~~ Distributable Amount for such ~~Classes~~Class of Certificates; (Biv) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class ~~A-1~~ M-2 Certificates, the related Monthly Interest Distributable Amount for such Class ~~A-2~~ of Certificates; (v) to the Holders of the Class M-3 Certificates, the related Monthly Interest Distributable Amount for such Class ~~A-3~~ of Certificates; (vi) to the Holders of the Class M-4 Certificates, the related Monthly Interest Distributable Amount for such Class ~~A-4~~ of Certificates; (vii) to the Holders of the Class M-5 Certificates, the related Monthly Interest Distributable Amount for such Class ~~A-AB Certificates~~ of Certificates; (viii) to the Holders of the Class M-6 Certificates, the related Monthly Interest Distributable Amount for such Class of Certificates; and (ix) to the Holders of the Class M-7 Certificates, the related Monthly Interest Distributable Amount for such Class of Certificates; (x) to the Holders of the Class M-8 Certificates, the related Monthly Interest Distributable Amount for such Class of Certificates; (xi) to the Holders of the Class M-9 Certificates, the related Monthly Interest Distributable Amount for such Class of Certificates; and (xii) to the Holders of the Class M-10 Certificates, the Monthly Interest Distributable Amount for such Class of Certificates. Any Interest Remittance Amount remaining undistributed after giving effect to subclause (i) through (xiii) above shall be used in determining the amount of Net Monthly Excess Cashflow, if any, for such Distribution Date. (2) On each Distribution Date, the Securities Administrator shall withdraw from the Distribution Account the Group 1 Principal Distribution Amount and the ~~Class A-BP Certificates~~ Group 2 Principal Distribution Amount for such Distribution Date and make the following disbursements and transfers in ~~reduction~~ the following order of priority in each case, to the extent of the ~~Certificate Balances thereof:~~ Group 1 Principal Distribution Amount and the Group 2 Principal Distribution Amount remaining for such Distribution Date: A. On each Distribution Date (Ia) prior to the ~~Cross-Over~~ Stepdown Date or (ab) to on which a Trigger Event is in effect, the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up~~ Securities Administrator will withdraw from the Distribution Account that portion of Available Funds equal to the Group 1 Principal Distribution Amount for such Distribution ~~Date and~~Date, ~~after~~ and make the ~~Certificate Balance~~ following disbursements and transfers in the order of ~~the Class A-BP Certificates has been reduced to zero~~priority described below, ~~the Group 2 Principal Distribution Amount remaining after payments~~ in each case to the ~~Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders~~ extent of ~~the Class A-AB Certificates, in an amount up to~~ the Group 1 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance~~ remaining for such Distribution Date~~; (2) second,~~ : 1. to the ~~Holders~~ holders of ~~the Class A-1 Certificates, in an amount up to~~ the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Certificates, until the ~~outstanding Certificate Balance of the~~ Class ~~A-1 Certificates~~ Principal Amount thereof has been reduced to zero; ~~(3) third,~~ and 2. to the ~~Holders~~ holders of ~~the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable)~~ the Group 2 ~~Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)~~Certificates, allocated as provided below, until the ~~outstanding Certificate Balance of the~~ Class ~~A-2 Certificates has~~ Principal Amounts thereof have been reduced to zero; . B. On each Distribution Date (4a) ~~fourth,~~ prior to the ~~Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (~~Stepdown Date or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to on which a Trigger Event is in effect, the ~~Class A-BP Certificates, in an amount up~~ Securities Administrator will withdraw from the Distribution Account that portion of Available Funds equal to the Group 2 Principal Distribution Amount for such Distribution ~~Date and~~Date, ~~after~~ and make the ~~Certificate Balances~~ following disbursements and transfers in the order of priority described below, in each case to the extent of the ~~Class A-1~~ Group 2 Principal Distribution Amount remaining for such Distribution Date: 1. to the holders of the Group 2 Certificates, allocated as provided below, until the Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates~~ Principal Amounts thereof have been reduced to zero; and 2. to the holders of the Group 1 Certificates, until the Class Principal Amount thereof has been reduced to zero. C. On each Distribution Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Securities Administrator will withdraw from the Distribution Account that portion of Available Funds equal to the remaining Group 1 Principal Distribution Amount ~~remaining after payments to~~ and the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Group 2 Principal Distribution Amount for such Distribution Date, ~~until~~ after giving effect to clauses (A) and (B) above, and make the ~~Certificate Balance~~ following disbursements and transfers in the order of ~~each~~ priority described below: 1. to the holders of the Class ~~A-1~~M-1 Certificates, until the Class Principal Amount thereof has been reduced to zero; 2. to the holders of the Class M-2 Certificates, until the Class Principal Amount thereof has been reduced to zero; 3. to the holders of the Class M-3 Certificates, until the Class Principal Amount thereof has been reduced to zero; 4. to the holders of the Class M-4 Certificates, until the Class Principal Amount thereof has been reduced to zero; 5. to the holders of the Class M-5 Certificates, until the Class Principal Amount thereof has been reduced to zero; 6. to the holders of the Class M-6 Certificates, until the Class Principal Amount thereof has been reduced to zero; 7. to the holders of the Class M-7 Certificates, until the Class Principal Amount thereof has been reduced to zero; 8. to the holders of the Class M-8 Certificates, until the Class Principal Amount thereof has been reduced to zero; 9. to the holders of the Class M-9 Certificates, until the Class Principal Amount thereof has been reduced to zero; and 10. to the holders of the Class M-10 Certificates, until the Class Principal Amount thereof has been reduced to zero. D. 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 will withdraw from the Distribution Account the Group 1 Principal Distribution Amount for such Distribution Date and make the following disbursements and transfers in the order of priority described below: 1. to the holders of the Group 1 Certificates, the Group 1 Senior Principal Distribution Amount until the Class Principal Amount thereof has been reduced to zero; and 2. to the holders of each class of Group 2 Certificates, allocated as provided below, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to clause E.1. below for such Distribution Date over (y) the amount actually distributed pursuant to clause E.1. below from the Group 2 Principal Distribution Amount on such Distribution Date. E. 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 will withdraw from the Distribution Account the Group 2 Principal Distribution Amount for such Distribution Date and make the following disbursements and transfers in the order of priority described below: 1. to the holders of each class of the Group 2 Certificates, allocated as provided below, the Group 2 Senior Principal Distribution Amount, until the Class Principal Amounts thereof have been reduced to zero; and 2. to the holders of each class of Group 1 Certificates, an amount equal to the excess, if any, of (x) the amount required to be distributed pursuant to clause D.1. above for such Distribution Date over (y) the amount actually distributed pursuant to clause D.1. above from the Group 1 Principal Distribution Amount on such Distribution Date. F. 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 will withdraw from the Distribution Account any remaining Group 1 Principal Distribution Amount and Group 2 Principal Distribution Amount, for such Distribution Date, after giving effect to distributions in clauses (D) and (E) above, and make the following disbursements and transfers in the order of priority described below: 1. to the holders of the Class M-1 Certificates, the Class M-1 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 2. to the holders of the Class M-2 Certificates, the Class M-2 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 3. to the holders of the Class M-3 Certificates, the Class M-3 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 4. to the holders of the Class M-4 Certificates, the Class M-4 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 5. to the holders of the Class M-5 Certificates, the Class M-5 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 6. to the holders of the Class M-6 Certificates, the Class M-6 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 7. to the holders of the Class M-7 Certificates, the Class M-7 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 8. to the holders of the Class M-8 Certificates, the Class M-8 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; 9. to the holders of the Class M-9 Certificates, the Class M-9 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero; and 10. to the holders of the Class M-10 Certificates, the Class M-10 Principal Distribution Amount for such Distribution Date until the Class Principal Amount thereof has been reduced to zero. With respect to the Group 1 Certificates, so long as no Sequential Trigger Event is in effect, distributions of principal will be made concurrently to the Class A-1A and Class A-1B Certificates, pro rata based on their respective Class Principal Amounts, until the Class Principal Amounts thereof have been reduced to zero. With respect to the Group 1 Certificates, if a Sequential Trigger Event is in effect, distributions of principal will be made sequentially to the Class A-1A and Class A-1B Certificates, in that order, until their respective Class Principal Amounts have been reduced to zero. With respect to the Group 2 Certificates, distributions of principal will be made sequentially to the Class A-2, Class A-3, Class ~~A-4, Class A-AB~~ A-4 and Class ~~A-BP~~ A-5 Certificates, in that order, until the Class Principal Amounts thereof have been reduced to zero; provided, however, that for any Distribution Date on or after the date on which the aggregate Class Principal Amount of the Mezzanine Certificates is reduced to zero, ~~without regard~~ any distributions of principal to the Group 2 Certificates shall be made pro rata based on their respective Class Principal Amounts. Any Principal Distribution Amount remaining undistributed after giving effect to clauses (A~~-AB Scheduled~~ ) through (F) above shall be used in determining the amount of Net Monthly Excess Cashflow, if any, for such Distribution Date. (3) On each Distribution Date, the Net Monthly Excess Cashflow shall be distributed as follows: (i) to the Holders of the Offered Certificates and the Class M-10 Certificates then entitled to distributions in respect to principal, in an amount equal to the principal portion of any Realized Losses experienced on the related Mortgage Loans during the preceding month, payable to such Holders as part of the applicable Principal ~~Balance~~ Distribution Amount, and applied in the same order of priority as payments of principal would otherwise be applied on such Distribution Date to reduce the Class Principal Amount of such Certificates until the aggregate Class Principal Amount of such Classes of Certificates is reduced to zero; (ii) to the Holders of the Class or ~~Asset Groups~~Classes of Certificates then entitled to receive distributions in respect of principal, in an amount equal to any Overcollateralization Increase Amount (without taking into account amounts, if any, received under the Swap Agreement), payable to such Holders as part of the Group 1 Principal Distribution Amount and the Group 2 Principal Distribution Amount, as applicable, and applied in the same order of priority as payments of principal would otherwise be applied on such Distribution Date to reduce the Class Principal Amount of such Certificates until the aggregate Class Principal Amount of such Classes of Certificates is reduced to zero; (iii) ~~third~~to the Holders of the Class M-1 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (iv) to the Holders of the Class M-2 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (v) to the Holders of the Class M-3 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (vi) to the Holders of the Class M-4 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (vii) to the Holders of the Class M-5 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (viii) to the Holders of the Class M-6 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (ix) to the Holders of the Class M-7 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (x) to the Holders of the Class M-8 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (xi) to the Holders of the Class M-9 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (xii) to the Holders of the Class M-10 Certificates, any Unpaid Interest Shortfall Amount allocable to such Class of Certificates; (xiii) sequentially, to the Holders of the Class ~~A-1~~ 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, any related Allocated Realized Loss Amount allocable to such class not previously reimbursed; (xiv) to the Class C Certificate, the lesser of (i) the Class C Distribution Amount attributable to the Class C Certificates (computed without regard to this subparagraph (xiv)) and (ii) the Net WAC Rate Carryover Amount (net of amounts on deposit in the Net WAC Reserve Fund available to pay Net WAC Rate Carryover Amounts on such Distribution Date) for each Class of LIBOR Certificates provided that, pursuant to Section 3.26 hereof, on any Distribution Date as to which there is any Net WAC Rate Carryover Amount for any Class of LIBOR Certificates, the Securities Administrator will transfer, from amounts that would otherwise be distributable to the Class ~~A-2~~ C Certificates pursuant to this clause, the amount of any Net WAC Rate Carryover Amount for the LIBOR Certificates into the Net WAC Reserve Fund, for immediate transfer pursuant to this clause to the related LIBOR Certificates for payment of any Net WAC Rate Carryover Amount for the LIBOR Certificates; (xv) concurrently, to the Holders of each Class of Senior Certificates, ~~the Class A-3 Certificates~~pro rata, ~~the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to~~ in an amount equal to ~~the aggregate of unreimbursed Realized Losses~~ such Class’ previously allocated ~~to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously~~ and not reimbursed share of any Net Prepayment Interest Shortfall Amounts allocated to each such ~~Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~Certificates; (ivxvi) ~~fourth,~~ to the Holders of the Class ~~A-S~~ M-1 Certificates, in ~~respect of interest, up to~~ an amount equal to ~~the~~ such Class’ previously allocated and not reimbursed share of any Net Prepayment Interest ~~Distribution Amount in respect of~~ Shortfall Amounts allocated to such ~~Class of Certificates for such Distribution Date~~Certificates; (vxvii) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B M-2 Certificates, in ~~respect of interest, up to~~ an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tam

Appears in 2 contracts

Sources: Pooling Agreement (Jpmac 2006-Cw1), Pooling Agreement (Jpmac 2006-Cw1)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (A) Pursuant to Article VI of this Agreement but subject to the rights of holders of any Partnership Units ranking senior to the Class B Convertible Preferred Units as to the payment of distributions, the holders of the outstanding Class B Convertible Preferred Units as of an applicable Record Date, which shall be the date that is one week prior to the applicable Class B Convertible Preferred Unit Distribution Payment Date, shall be entitled to receive, when, as and if authorized by the Board of Directors or any duly authorized committee, out of legally available funds for such purpose, (x) first, the Minimum Quarterly Class B Convertible Preferred Unit Distribution Rate on each Class B Convertible Preferred Unit and (y) second, any Cumulative Class B Convertible Preferred Unit Arrearage then outstanding, prior to any other distributions made in respect of any other Partnership Interests pursuant to Sections 6.2 or 6.3, such amounts to be paid in cash or, if there is insufficient Available Cash, in Common Units, as provided in paragraph (b) of the definition of “Minimum Quarterly Class B Convertible Preferred Unit Distribution Rate.” The Minimum Quarterly Class B Convertible Preferred Unit Distribution Rate shall be payable quarterly when, as and if authorized by the Board of Directors, in equal amounts immediately prior to the payment of any distributions on the Common Units, which is generally expected to be February 10, May 10, August 10 and November 10, or, if any such date is not a Business Day, the next succeeding Business Day (each, a “Class B Convertible Preferred Unit Distribution Payment Date”). (B) Any distribution payable on the Class B Convertible Preferred Units for any partial Quarter (other than (a) ~~[Reserved]~~ the initial distribution paid on the 15,555,554 Class B Convertible Preferred Units issued on May 22, 2012 and June 6, 2012 for the period from May 22, 2012 through June 30, 2012 and (b) ~~On each Distribution Date~~the initial distribution payable on the 9,100,000 Class B Convertible Preferred Units issued on or before March 29, to 2013 for the ~~extent~~ period from January 1, 2013 through March 31, 2013) shall equal the product of the ~~Available Funds for such~~ Minimum Quarterly Class B Convertible Preferred Unit Distribution ~~Date~~Rate multiplied by a fraction, the ~~Certificate Administrator~~ numerator of which is the number of days in such period and the denominator of which is the total number of days in the Quarter for which the Class B Convertible Preferred Units are entitled to a partial distribution). (C) No distribution on the Class B Convertible Preferred Units shall be ~~deemed~~ authorized by the Board of Directors or declared or paid or set apart for payment by the Partnership at such time as the terms and provisions of any agreement of the Partnership, including any agreement relating to ~~transfer~~ its indebtedness, prohibits such authorization, declaration, payment or setting apart for payment or provides that such authorization, declaration, payment or setting apart for payment would constitute a breach thereof, or a default thereunder, or if such authorization, declaration, payment or setting apart for payment shall be restricted or prohibited by law. (D) Notwithstanding the ~~Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d)~~ foregoing, distributions with respect to ~~each~~ the Class B Convertible Preferred Units shall accumulate as of ~~Lower-Tier Regular~~ the Class B Convertible Preferred Unit Distribution Payment Date on which they first become payable whether or not any of the foregoing restrictions in (C) above exist, whether or not there is sufficient Available Cash for the payment thereof and whether or not such distributions are authorized. A Cumulative Class B Convertible Preferred Unit Arrearage shall not bear interest and holders of the Class B Convertible Preferred Units shall not be entitled to any distributions, whether payable in cash, property or Partnership Interests, ~~and immediately thereafter, shall make distributions thereof from~~ in excess of the ~~Upper-Tier REMIC~~ then Cumulative Class B Convertible Preferred Unit Arrearage plus the Minimum Quarterly Class B Convertible Preferred Unit Distribution ~~Account~~ Rate for such Quarter. (E) Notwithstanding anything in ~~the following order of priority, satisfying in full,~~ this Section 5.10(b)(ii) to the ~~extent required~~ contrary, with respect to Class B Convertible Preferred Units that are converted into Common Units, the holder thereof shall not be entitled to a Class B Convertible Preferred Unit distribution and ~~possible, each priority before making any~~ a Common Unit distribution with respect to ~~any succeeding priority: (i) first~~the same period, but shall be entitled only to the ~~Holders~~ distribution to be paid based upon the class of Units held as of the ~~Class A-1 Certificates,~~ close of business on the ~~Class A-2 Certificates,~~ Record Date for the ~~Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ distribution in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classesperiod; provided, however, if that the holder of a converted Class B Convertible Preferred Unit shall remain entitled to receive any accrued but unpaid distributions due with respect to such Unit on ~~any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any~~ or as of the ~~Classes of Certificates described in this clause (i)~~prior Class B Convertible Preferred Unit Distribution Payment Date; and provided, or further, that if the ~~portion of Available Funds attributed~~ Partnership exercises the Partnership Mandatory Conversion Right to ~~Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to~~ convert the Class ~~A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up~~ B Convertible Preferred Units pursuant to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such ClassSection 5.10(b)(ix)(C), then ~~interest on that amount at~~ the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth,~~ holders’ rights with respect to the ~~Holders of~~ distribution for the ~~Class A-S Certificates,~~ Quarter in ~~respect of interest, up to an amount equal to~~ which the ~~Interest Distribution Amount~~ Partnership Mandatory Conversion Notice is received is as set forth in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution DateSection 5.10(b)(ix)(F), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 2 contracts

Sources: Second Amended and Restated Agreement of Limited Partnership (Capital Product Partners L.P.), Second Amended and Restated Agreement of Limited Partnership

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Group 1 Interest Funds for such Distribution Date shall be allocated by the Trustee from the Distribution Account in the following order of priority (except that amounts received in respect of the Cap Contract will be distributed as described in Section 4.04(b)): (i) concurrently, to the Class AF-1, Class AF-2, Class AF-3, Class AF-4, Class AF-5, Class AF-6 and Class AF-IO Certificates, the Current Interest and any Interest Carryforward Amount for each such Class; provided, however, that the Current Interest and any Interest Carryforward Amount payable to the Class AF-IO Certificates shall be deposited in the Group 1 Carryover Reserve Fund to the extent needed to pay aggregate Group 1 Net Rate Carryover for the other Group 1 Certificates for such Distribution Date (except, in the case of the Class BF-2 Certificates prior to the Cap Contract Termination Date, such amount deposited shall not include (x) the amount of the Group 1 Net Rate Carryover for the Class BF-2 Certificates covered by amounts received on the Cap Contract, or (y) any Reserve Fund Excluded BF-2 Carryover Amount) and any remaining amount shall be distributed to the Class AF-IO Certificates; and provided, further, that if the Group 1 Interest Funds are not sufficient to make a full distribution of the aggregate Current Interest and the aggregate Interest Carryforward Amount for each Class of the Group 1 Class A Certificates, such Group 1 Interest Funds will be distributed pro rata among each such Class, based on the ratio of (x) the portion of the Group 1 Class A Current Interest and the portion of any Group 1 Class A Interest Carryforward Amount attributable to such Class to (y) the portion of Group 1 Class A Current Interest and the portion of any Group 1 Class A Interest Carryforward Amount attributable to all such Classes; (ii) to the Class MF-1 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (iii) to the Class MF-2 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (iv) to the Class BF-1 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (v) to the Class BF-2 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (vi) to the Group 1 Carryover Reserve Fund, an amount equal to the Required Group 1 CarryoverReserve Fund Deposit; and (vii) any remainder to the Class R Certificates. (b) On each Distribution Date on or prior to the Cap Contract Termination Date, amounts received in respect of the Cap Contract for such Distribution Date will be distributed to the Class BF-2 Certificates to the extent of ~~the Available Funds~~ any Class BF-2 Interest Carryover Amount for such Distribution Date, ~~the Certificate Administrator~~ and any remaining amounts shall be ~~deemed~~ distributed to ~~transfer~~ the ~~Lower-Tier~~ Seller; provided, however, that if the Cap Contract is subject to early termination, early termination payments shall be held by the Trustee until the Cap Contract Termination Dateto pay any Class BF-2 Interest Carryover Amounts as provided in Section 3.19. (c) On each Distribution ~~Amount~~ Date, the Group 2 Interest Funds for such Distribution Date shall be allocated by the Trustee from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first~~(A) with respect to the Group 2 Interest Funds attributable to Loan Subgroup 2A, to the ~~Holders of the~~ Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP AV-1 Certificates and the Class ~~X-B Certificates~~AV-1 Component, in the Current Interest and any Interest Carryforward Amount for such Class and Component and (B) with respect ~~of interest~~to the Group 2 Interest Funds attributable to Loan Subgroup 2B, ~~concurrently, as follows: (A)~~ to the Class ~~A-1~~ AV-2 Certificates and the Class AV-2 Component, the Current Interest and any Interest Carryforward Amount for such Class and Component; provided, however, the Current Interest and any Interest Carryforward Amount payable to the Class AV-1 and Class AV-2 Components shall be deposited in the Group 2 Carryover Reserve Fund to the extent needed to pay aggregate Group 2 Net Rate Carryover for the Group 2 Certificates (other than the Class AV-IO Certificates, which do not have Group 2 Net Rate Carryover) for such Distribution Date and any amounts remaining shall thereafter be distributed to the Class ~~A-2~~ AV-IO Certificates (pro rata to the Class AV-1 Component and the Class AV-2 Component); and provided, further, that that if the Group 2 Interest Funds are not sufficient to make a full distribution of the aggregate Current Interest and the aggregate Interest Carryforward Amount for each Class the Group 2 Class A Certificates, ~~Class A-3 Certificates~~such Group 2 Interest Funds will be distributed pro rata among each such Class, ~~Class A-4 Certificates and Class A-AB Certificates, from~~ based on the ratio of (x) the portion of ~~Available Funds~~ the Group 2 Class A Current Interest and the portion of any Group 2 Class A Interest Carryforward Amount attributable to such Class to (y) the portion of Group ~~1 Assets for such Distribution Date, up~~ 2 Class A Current Interest and the portion of any Group 2 Class A Interest Carryforward Amount attributable to ~~an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for~~ all such Classes; (Bii) to the Class ~~A-BP Certificate~~MV-1 Certificates, ~~from~~ the ~~portion of Available Funds attributable~~ Current Interest and any Interest Carry Forward Amount for such Class; (iii) to the ~~BP Freely Prepayable Note in Asset~~ Class MV-2 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (iv) to the Class BV-1 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (v) to the Class BV-2 Certificates, the Current Interest and any Interest Carry Forward Amount for such Class; (vi) to the Group 2 ~~for such Distribution Date~~Carryover Reserve Fund, ~~up to~~ an amount equal to the ~~Interest Distribution Amount for such Class~~Required Group 2 CarryoverReserve Fund Deposit; and (Cvii) any remainder to the Class ~~X-A~~ R Certificates~~, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such~~ . (d) On each Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date ~~and, after~~ shall be allocated by the ~~Certificate Balance of~~ Trustee from the ~~Class A-BP Certificates has been reduced to zero, the Group 2 Principal~~ Distribution ~~Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date,~~ Account in the following order of priority: : (1i) ~~first,~~ with respect to ~~the Holders of the Class A-AB Certificates, in an amount up~~ any Distribution Date prior to the Group 1 Stepdown Date or as to which a Group 1 Trigger Event is in effect: (A) to the Group 1 Class A Certificates, in the order and priorities set forth in Section 4.04(f)(i) hereof; (B) to the Class MF-1 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (C) to the Class MF-2 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (D) to the Class BF-1 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (E) to the Class BF-2 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (F) any remainder to the Class R Certificates. (ii) with respect to each Distribution Date on and after the Group 1 Stepdown Date and as to which a Group 1 Trigger Event is not in effect: (A) to the Group 1 Class A Certificates, the Group 1 Class A Principal Distribution ~~Amount~~ Amount, in the order and priorities set forth in Section 4.04(f)(i) hereof; (~~if applicable~~B) to the ~~Group 2~~ Class MF-1 Certificates, the Class MF-1 Principal Distribution Amount, until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-AB Certificates has been~~ thereof is reduced to zero; (C) to the Class ~~A-AB Scheduled Principal Balance for such Distribution Date; (2) second~~MF-2 Certificates, ~~to the Holders of~~ the Class ~~A-1 Certificates, in an amount up to the Group 1~~ MF-2 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date)Amount, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; (D) to the Class ~~A-1 Certificates has been~~ BF-1 Certificates, the Class BF-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (E) to the Class BF-2 Certificates, the Class BF-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (3F) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard remainder to the Class ~~A-AB Scheduled Principal Balance~~R Certificates. (e) On each Distribution Date, ~~has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to~~ the Group 2 Principal Distribution Amount for such Distribution Date ~~and~~shall be allocated by the Trustee from the Distribution Account in the following order of priority: (i) with respect to any Distribution Date prior to the Group 2 Stepdown Date or as to which a Group 2 Trigger Event is in effect: (A) to the Group 2 Class A Certificates, ~~after~~ in the order and priorities set forth in Section 4.04(f)(ii) hereof. (B) to the Class MV-1 Certificates, until the Certificate ~~Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been~~ Principal Balance thereof is reduced to zero; (C) to the Class MV-2 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (D) to the Class BV-1 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (E) to the Class BV-2 Certificates, until the Certificate Principal Balance thereof is reduced to zero; and (F) any remainder to the Class R Certificates. (ii) with respect to each Distribution Date on and after the Group 2 Stepdown Date and as to which a Group 2 Trigger Event is not in effect: (A) to the Group 2 Class A Certificates, the Group 2 Class A Principal Distribution Amount, in the order and priorities set forth in Section 4.04(f)(ii) hereof; (B) to the Class MV-1 Certificates, the Class MV-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (C) to the Class MV-2 Certificates, the Class MV-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (D) to the Class BV-1 Certificates, the Class BV-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (E) to the Class BV-2 Certificates, the Class BV-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (F) any remainder to the Class R Certificates. (i) On each Distribution Date, the Group 1 Principal Distribution Amount ~~remaining after payments~~ or the Group 1 Class A Principal Distribution Amount, as applicable, allocated under Section 4.04(d) to the Group 1 Class A Certificates is required to be further allocated by the Trustee to the Group 1 Class A Certificates in the following order and priority: first, sequentially, to the Class ~~A-1~~ AF-6 and Class AF-7 Certificates, the NAS Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero, and then the remainder sequentially to the Class ~~A-2~~ AF-1, Class AF-2, Class AF-3 , Class AF-4, Class AF-5 and Class AF-6 Certificates, in that order, until the respective Certificate Principal Balances of such Classes are reduced to zero; provided that on any Distribution Date on or after the date on which the Seller Loss Coverage Amount has been reduced to zero and on which the aggregate Certificate Principal Balances of all Group 1 Class ~~A-3 Certificates, Class A-4~~ A Certificates ~~and Class A-AB Certificates have been made~~ (calculated for this purpose after taking into account all distributions of principal on such Distribution Date) are greater than the sum of the Stated Principal Balance as of such Distribution Date of the Group 1 Mortgage Loans and the Pre-Funded Amount allocated to Group 1, then the Group 1 Principal Distribution Amount or the Group 1 Class A Principal Distribution Amount, as applicable, will be distributed pro rata among each Class of Group 1 Class A Certificates (in accordance with the Certificate Principal Balance thereof) and not sequentially. (ii) On each Distribution Date, the Group 2 Principal Distribution Amount or the Group 2 Class A Principal Distribution Amount, as applicable, allocated under Section 4.04(e) to the Group 2 Class A Certificates is required to be further allocated by the Trustee to the Group 2 Class A Certificates in the following order and priority: (A) (1) the Loan Subgroup 2A Percentage thereof to the Class AV-1 Certificates until the Certificate Principal Balance of thereof is reduced to zero and (2) the Loan Subgroup 2B Percentage thereof to the Class ~~A-BP~~ AV-2 Certificates ~~has been~~ until the Certificate Principal Balance thereof is reduced to zero; , and (IIB) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until if the Certificate Principal Balance of ~~each~~ either Class of ~~the~~ Group 2 Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ A Certificates is reduced to zero, ~~without regard~~ the portion of the Group 2 Principal Distribution Amount or Group 2 Class A Principal Distribution Amount, as applicable, that would have been distributed to such Class pursuant to this Section shall be distributed to the remaining Class of Group 2 Class A Certificates until the Certificate Principal Balance thereof is reduced to zero. Notwithstanding the foregoing: (x) on the April 2001 Distribution Date, the portion of the Group 2 Principal Distribution Amount allocable to (1) amounts remaining on deposit in the Pre-Funding Account that were allocated to purchase Subsequent Mortgage Loans to be included in Loan Subgroup 2A shall be allocated to the Class AAV-1 Certificates and (2) amounts remaining on deposit in the Pre-~~AB Scheduled Principal Balance or Asset Groups; (iii) third,~~ Funding Account that were allocated to purchase Subsequent Mortgage Loans to be included in Loan Subgroup 2B shall be allocated to the ~~Holders of the~~ Class ~~A-1~~ AV-2 Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates~~ and ~~the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata~~ (~~based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest~~ y) any Distribution Date on ~~that amount at the Pass-Through Rate for such Class compounded monthly from~~ or after the date on which the ~~related Realized~~ Seller Loss ~~was allocated~~ Coverage Amount has been reduced to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after zero and on which the Certificate Principal Balances of the Group 2 Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB~~ A Certificates ~~and Class A-BP Certificates have been reduced to zero, to the Holders~~ (calculated for this purpose after taking into account all distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made principal on such Distribution Date) ~~until~~ are greater than the ~~outstanding Certificate~~ Stated Principal Balance of the Mortgage Loans in Loan Group 2, the Group 2 Principal Distribution Amount or Group 2 Class AA Principal Distribution Amount, as applicable, will be distributed to the Class AV-1 Certificates and the Class AV-2 Certificates pro rata on the basis of their respective Certificate Principal Balances. (g) To the extent that a Class of Group 1 Certificates receives interest in excess of the Group 1 Net Rate Cap (except in the case of the Class BF-2 Certificates, the amount of any Group 1 Net Rate Cap paid from amounts received in respect of the Cap Contract), such interest shall be treated as having been paid to the Group 1 Carryover Reserve Fund and then paid by the Group 1 Carryover Reserve Fund to such Certificateholders. Amounts deposited to the Group 1 Carryover Reserve Fund pursuant to this clause shall be deemed to have been distributed first to the Class AF-S IO Certificateholders for applicable tax purposes. (h) To the extent that a Class of Group 2 Certificates ~~has~~ receives interest in excess of the Group 2 Net Rate Cap, such interest shall be treated as having been paid to the Group 2 Carryover Reserve Fund and then paid by the Group 2 Carryover Reserve Fund to such Certificateholders. Amounts deposited to the Group 2 Carryover Reserve Fund pursuant to this clause shall be deemed to have been distributed first to the Class AV-IO Certificateholders for applicable tax purposes. (i) On each Distribution Date, the Trustee shall allocate the Applied Realized Loss Amount for the Group 1 Certificates to reduce the Certificate Principal Balances of the Group 1 Certificates in the following order of priority: (i) to the Class BF-2 Certificates until the Class BF-2 Certificate Principal Balance is reduced to zero; (viii) ~~sixth,~~ to the ~~Holders of~~ Class BF-1 Certificates until the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the BF-1 Certificate ~~Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate~~ Principal Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been is reduced to zero; (ixiii) ~~ninth,~~ to the ~~Holders of~~ Class MF-2 Certificates until the Class ~~B Certificates, first up~~ MF-2 Certificate Principal Balance is reduced to ~~an amount equal~~ zero; and (iv) to the ~~aggregate of unreimbursed Realized Losses previously allocated~~ Class MF-1 Certificates until the Class MF-1 Certificate Principal Balance is reduced to ~~such Class~~zero. (j) On each Distribution Date, ~~then interest on that amount at~~ the ~~Pass-Through Rate for such Class compounded monthly from~~ Trustee shall allocate the ~~date the related~~ Applied Realized Loss ~~was allocated~~ Amount for the Group 2 Certificates to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after reduce the Certificate Principal Balances of the ~~Class A~~ Group 2 Subordinate Certificates ~~and~~ in the following order of priority: (i) to the Class B BV-2 Certificates ~~have been reduced to zero, to the Holders of~~ until the Class ~~C Certificates in reduction of the~~ BV-2 Certificate Principal Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been is reduced to zero; (~~xii~~ii) ~~twelfth,~~ to the ~~Holders of~~ Class BV-1 Certificates until the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the BV-1 Certificate ~~Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate~~ Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been is reduced to zero; (xviii) ~~fifteenth,~~ to the ~~Holders of~~ Class MV-2 Certificates until the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the MV-2 Certificate ~~Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been~~ Principal Balance is reduced to zero, ; and (iv) to the ~~Holders of~~ Class MV-1 Certificates until the Class ~~E-RR Certificates, in reduction of the~~ MV-1 Certificate Principal Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been is reduced to zero;. (~~xviii~~k) ~~eighteenth~~Subject to Section 9.02 hereof respecting the final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the ~~Holders~~ account of such holder at a bank or other entity having appropriate facilities therefor, if (i) such Holder has so notified the ~~Class E-RR Certificates, first up to an amount equal~~ Trustee at least 5 Business Days prior to the related Record Date and (ii) such Holder shall hold Regular Certificates with aggregate principal denominations of ~~unreimbursed Realized Losses previously allocated~~ not less than $1,000,000 or evidencing a Percentage Interest aggregating 10% or more with respect to such ~~Class~~Class or, ~~then interest on that amount~~ if not, by check mailed by first class mail to such Certificateholder at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect address of such ~~Class of Certificates for such Distribution Date; (xx) twentieth, after~~ holder appearing in the Certificate ~~Balances of~~ Register. Notwithstanding the ~~Class A Certificates~~foregoing, ~~Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced~~ but subject to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tSection 9.02 hereof

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Cwabs Inc Asset Backed Certificates Series 2001-1), Pooling and Servicing Agreement (Cwabs Inc)

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

Appears in 2 contracts

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

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Paying Agent, in accordance with the ~~Available Funds~~ report delivered for such ~~Distribution Date~~day pursuant to SECTION 5.1(a), ~~the Certificate Administrator~~ shall ~~be deemed to transfer the Lower-Tier Distribution Amount~~ withdraw from ~~the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account~~ amounts deposited in the ~~amounts and priorities~~ Series 2002-A Certificate Account during the Related Collection Period such amount of funds as are necessary to provide for the payments set forth ~~in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests,~~ below and ~~immediately thereafter,~~ shall make ~~distributions thereof from~~ the ~~Upper-Tier REMIC Distribution Account~~ following payments in the following order ~~of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~on such Distribution Date: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereofFIRST, an amount equal to the ~~Principal Distribution Amount (or~~ amount calculated pursuant to SECTION 4.3(a) shall be distributed to the ~~portion thereof remaining after any distributions in respect of the Class A Certificates~~Trustee and Servicer, ~~Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero~~respectively; (xvii) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereofSECOND, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made Quarterly Interest due on such Distribution ~~Date), until~~ Date and any Additional Amounts with respect to the ~~outstanding Certificate Balance of the Class E~~Series 2002-~~RR Certificates has been reduced~~ A Series shall be distributed PRO RATA to ~~zero~~each Series 2002-A Certificateholder; (~~xviii~~iii) ~~eighteenth~~THIRD, ~~to the Holders of the Class E~~if (but only if) a Series 2002-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereofRapid Amortization Period has not commenced, an amount equal to the Series 2002-A Quarterly Principal ~~Distribution~~ Amortization Amount ~~(or the portion thereof remaining after any distributions in respect of the Class~~ shall be distributed PRO RATA to each Series 2002-A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zeroCertificateholder; (~~xxi~~iv) ~~twenty~~FOURTH, if (but only if) a Series 2002-~~first~~A Rapid Amortization Period has commenced, an amount up to the outstanding Series 2002-A Certificate Balance shall be distributed PRO RATA to each Series 2002-A Certificateholder; (v) FIFTH, to the Holders of Certificates of any Series or other Persons to whom any other accrued and unpaid expenses (including indemnification amounts) or other obligations payable from the ~~Class F-RR Certificates~~Trust Assets are payable, ~~first up to~~ an amount ~~equal~~ up to the aggregate of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~unpaid obligations; (~~xxii~~vi) ~~twenty-second~~SIXTH, to the Subordinated Certificateholders PRO RATA based on the principal amount of each Subordinated Certificate held by such Person in an amount not to exceed the outstanding balance of such Subordinated Certificates; and (vii) SEVENTH, all remaining amounts to the Sellers as Holders of the ~~Class G-RR Certificates~~Sellers' Certificate in accordance with each Seller's applicable Seller Percentage or as the Sellers may direct, in ~~respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date;~~each case by wire transfer. (~~xxiii~~b) ~~twenty~~The Paying Agent shall make all distributions to each Series 2002-~~third, after~~ A Certificateholder of record on the immediately preceding Record Date (other than as provided in Section 9.3 of the Master Trust Agreement respecting a final distribution). Such distributions shall be made PRO RATA to each Series 2002-A Certificateholder (based on the ratio of the portion of the Series 2002-A Certificate Balance represented by each Series 2002-A Certificate held by such Certificateholder to the Series 2002-A Certificate Balance) by wire transfer to each Series 2002-A Certificateholder as such Person's address appears on the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tRegister.

Appears in 2 contracts

Sources: Series 2002 a Supplement (TMM Holdings), Series 2002 a Supplement (TMM Holdings Sa De Cv)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (a) ~~[Reserved] (b) On~~ Subject to Section 3.21(c), on each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds and Principal Funds for Loan Group I for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i1) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, From Interest Funds in respect of ~~interest, concurrently, as follows~~Loan Group I shall be distributed in the following manner and order of priority: (A) From Interest Funds in respect of Subgroup I-1, to the Class ~~A-1~~ I-1A-1, Class I-1A-2 and Class I-1A-3 Certificates, ~~Class A-2 Certificates~~the Current Interest and then any Interest Carry Forward Amount for each such Class, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and on a pro rata ~~in accordance with~~basis, based on the ~~respective Interest Distribution Amount for~~ entitlement of each such ~~Classes;~~Class; and (B) From Interest Funds in respect of Subgroup I-2, to the Class ~~A-BP Certificate~~I-2A Certificates, ~~from~~ the ~~portion~~ Current Interest and then any Interest Carry Forward Amount for such Class; (C) From remaining Interest Funds in respect of ~~Available Funds attributable~~ Subgroup I-1, to the ~~BP Freely Prepayable Note in Asset Group 2 for such Distribution Date~~Class I-2A Certificates, ~~up to an amount equal to~~ the remaining Current Interest, if any, and the remaining Interest ~~Distribution Amount~~ Carry Forward Amount, if any for such Class; and (CD) From remaining Interest Funds in respect of Subgroup I-2, to the Class XI-1A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any for such Classes, pro rata, based on the entitlement of each such Class; and (E) From remaining Interest Funds in respect of Loan Group I, sequentially, to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, in that order, the Current Interest for each such Class. Any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount shall be the Group I Extra Principal Distribution Amount and shall be included as part of the related Principal Distribution Amount. Any related Remaining Excess Spread together with any Group I Overcollateralization Release Amount will be applied as Excess Cashflow with respect to Loan Group I and distributed pursuant to clauses (a)(4)(A) through (H) below. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls with respect to the Group I Mortgage Loans to the extent not covered by Compensating Interest will be allocated to the Group I Certificates as set forth in the definition of “Current Interest” herein and Section 1.02. (2) On each Distribution Date, the Principal Distribution Amount with respect to Loan Group I shall be distributed in the following manner and order of priority: (A) For each Distribution Date (i) prior to the Group I Stepdown Date or (ii) on which a Group I Trigger Event is in effect: (i) To the Class I-A Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with,~~ the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 related Principal Distribution Amount for such Distribution Date ~~and, after~~ to be distributed as follows: (1) from the ~~Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2~~ Subgroup I-1 Principal Distribution Amount ~~remaining after payments to the Class A-BP Certificates have been made on~~ for such Distribution Date, ~~in the following priority: (1) first,~~ sequentially to the ~~Holders of the~~ Class ~~A-AB~~ I-1A-1, Class I-1A-2 and Class I-1A-3 Certificates, in ~~an amount up~~ that order, in each case until the Certificate Principal Balance thereof is reduced to zero; and (2) from the ~~Group 1~~ Subgroup I-2 Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance~~ for such Distribution Date~~; (2) second~~, to the ~~Holders of~~ Class I-2A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class ~~A-1~~ I-M-1 Certificates, ~~in an amount up to the Group 1~~ from any remaining Principal Distribution Amount ~~and~~ in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (~~if applicable~~iii) To the ~~Group 2~~ Class I-M-2 Certificates, from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions specified~~ in ~~subclause (1) above have been made on~~ respect of Loan Group I for such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; (iv) To the Class ~~A-1 Certificates has been~~ I-M-3 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class I-M-4 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class I-M-5 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class I-M-6 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class I-M-7 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class I-M-8 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class I-M-9 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (3xi) ~~third, to the Holders of~~ To the Class ~~A-2 Certificates in an amount up to the Group 1~~ I-M-10 Certificates, from any remaining Principal Distribution Amount ~~and (if applicable) the~~ in respect of Loan Group ~~2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on~~ I for such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-2 Certificates has been~~ thereof is reduced to zero; . (4B) ~~fourth~~For each Distribution Date on or after the Group I Stepdown Date, ~~to the Holders of~~ so long as a Group I Trigger Event is not in effect: (i) To the Class ~~A-3~~ I-A Certificates, ~~in an amount up to~~ the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 related Principal Distribution Amount for such Distribution Date ~~and, after~~ to be distributed as follows: (1) from the ~~Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1~~ Subgroup I-1 Principal Distribution Amount ~~remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on~~ for such Distribution Date, sequentially to the Class I-1A-1, Class I-1A-2 and Class I-1A-3 Certificates, in that order, the Class I-1A Principal Distribution Amount for such Distribution Date, in each case until the Certificate Principal Balance ~~of the Class A-BP Certificates has been~~ thereof is reduced to zero; ~~and~~ and (II2) ~~on or after~~ from the ~~Cross-Over~~ Subgroup I-2 Principal Distribution Amount for such Distribution Date, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ I-2A Certificates, ~~pro rata (based on their respective Certificate Balances) in an amount equal to~~ the Class I-2A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ thereof is reduced to zero~~, without regard to~~ ; (ii) To the Class AI-~~AB Scheduled~~ M-1 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-1 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~or Asset Groups~~thereof is reduced to zero; (iii) ~~third, to the Holders of~~ To the Class ~~A-1~~ I-M-2 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A~~I-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate M-2 Principal Distribution Amount for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (iv) ~~fourth, to the Holders of~~ To the Class AI-S M-3 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount in respect of ~~such Class of Certificates~~ Loan Group I for such Distribution Date, the Class I-M-3 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) ~~fifth, after the Certificate Balances of~~ To the Class ~~A-1~~ I-M-4 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions~~ in respect of ~~the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on~~ Loan Group I for such Distribution Date) , the Class I-M-4 Principal Distribution Amount for such Distribution Date, until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-S Certificates has been~~ thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class AI-S M-5 Certificates, ~~first up to an amount equal to the aggregate~~ from any remaining Principal Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ Loan Group I for such Distribution Date, the Class ~~compounded monthly from~~ I-M-5 Principal Distribution Amount for such Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B I-M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount in respect of ~~such Class of Certificates~~ Loan Group I for such Distribution Date, the Class I-M-6 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ I-M-7 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions~~ in respect of ~~the Class A Certificates have been made on~~ Loan Group I for such Distribution Date) , the Class I-M-7 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class I-M-8 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-8 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class I-M-9 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-9 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class I-M-10 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-10 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class I-A Certificates related to a Subgroup are no longer outstanding, the pro rata portion of the related Principal Distribution Amount or the applicable Class I-A Principal Distribution Amount, as applicable, otherwise allocable to such Class I-A Certificates will be allocated to the Class I-A Certificates related to the other Subgroup in the same manner and order of priority described above. (4) Any Excess Cashflow with respect to Loan Group I shall be distributed in the following manner and order of priority: (A) Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, pro rata, in accordance with the Interest Carry Forward Amount due with respect to each such Class, to the extent not fully paid pursuant to clause (a)(1) above and Section 3.21(d) and (b) second, any Unpaid Realized Loss Amount for such Classes for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class; (B) From any remaining Excess Cashflow with respect to Loan Group I, sequentially, to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, in that order, an amount equal to the Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.21(d); (C) From any remaining Excess Cashflow with respect to Loan Group I otherwise distributable to the Class I-CE Interest and the Class I-CE Certificates, to the Group I Reserve Fund, (i) first, to pay to the Classes of Class I-A Certificates, any Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class to the extent not paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Group I Reserve Fund, and (ii) second, to maintain a balance in the Group I Reserve Fund equal to the Group I Reserve Fund Deposit; (D) From any remaining Excess Cashflow with respect to Loan Group I otherwise distributable to the Class I-CE Interest and the Class I-CE Certificates, to the Group I Reserve Fund, (i) first, to pay to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Group I Reserve Fund, and (ii) second, to maintain a balance in the Group I Reserve Fund equal to the Group I Reserve Fund Deposit; (E) From any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such Classes of Certificates, to the extent not previously reimbursed; (F) From any remaining Excess Cashflow with respect to Loan Group I, to the Swap Administrator for payment to the Group I Swap Provider, any Group I Swap Termination Payments due to a Group I Swap Provider Trigger Event owed by the Trust Fund with respect to Loan Group I (to the extent not paid by the Swap Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Group I Supplemental Interest Trust Trustee); (G) From any remaining Excess Cashflow with respect to Loan Group I, to the Class I-CE Interest and Class I-CE Certificates, an amount equal to the Class I-CE Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) From any remaining Excess Cashflow with respect to Loan Group I, to each of the Class I-R-1, Class I-R-2, Class I-R-3 and Class I-RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts with respect to Prepayment Charges with respect to Loan Group I shall be distributed to the Holders of the Class B I-P Interest and the Class I-P Certificates, ~~first up~~ provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term with respect to an Loan Group I as identified on the Mortgage Loan Schedule, any amount ~~equal to~~ on deposit in the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass~~Class I-~~Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth,~~ P Certificate Account will be distributed to the Holders of the Class ~~C Certificates~~I-P Interest and the Class I-P Certificates in reduction of the Certificate Principal Balance thereof. In addition, notwithstanding the foregoing, on any Distribution Date after the Distribution Date on which the Certificate Principal Balance of a Class of Class I-A Certificates or Class I-M Certificates has been reduced to zero, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of ~~interest~~Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. In addition, up notwithstanding the foregoing clause (a)(2), to the extent a Group I Class IO Distribution Amount is payable from principal collections, Principal Distribution Amounts related to Loan Group I will be deemed paid to the most subordinate Class of Group I Regular Certificates (other than the Class I-P Certificates), until the Certificate Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.21(f). (b) Subject to Section 3.24(c), on each Distribution Date, an amount equal to the Interest Funds and Principal Funds for Loan Group II for such Distribution ~~Amount~~ Date shall be withdrawn by the Trustee from the Distribution Account and distributed in the following order of priority: (1) Interest Funds in respect of Loan Group II shall be distributed in the following manner and order of priority: (A) To the Class II-A-1, Class II-A-2 and Class II-A-3 Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class, on a pro rata basis, based on the entitlement of each such Class; and (B) From remaining Interest Funds in respect of Loan Group II, sequentially to the Class ~~of Certificates~~ II-M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8, Class II-M-9 and Class II-M-10 Certificates, in that order, the Current Interest for such ~~Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ Class. Any Excess Spread with respect to ~~zero,~~ Loan Group II to the ~~Holders~~ extent necessary to meet a level of ~~the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount~~ overcollateralization equal to the Group II Overcollateralization Target Amount shall be the Group II Extra Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect~~ and will be included as part of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the Amount. Any related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tRemaining Ex

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-Aq1), Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-Aq1)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (ai) ~~[Reserved]~~On or before each Payment Determination Date, the Servicer shall calculate (A) all amounts required to be deposited in the Note Distribution Account and (B) all amounts required to be distributed to the Certificateholders. (bii) On Except as otherwise provided in clauses (iii) or (iv) below, on each ~~Distribution~~ Payment Date, the Servicer shall instruct the Indenture Trustee (based on the information contained in the Servicer's Certificate delivered on the related Payment Determination Date pursuant to Section 4.09) to make the following deposits and distributions to the extent of the Available ~~Funds for such Distribution Date~~Funds, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates~~Note Distribution Account, from ~~the portion of~~ Available ~~Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with~~Funds, the ~~respective~~ Class A Noteholders' Interest ~~Distribution Amount for such Classes~~Distributable Amount; (B) to the ~~Class A-BP Certificate~~Note Distribution Account, from the ~~portion of~~ Available Funds ~~attributable to~~ remaining after the ~~BP Freely Prepayable Note in Asset Group 2 for such Distribution Date~~application of clause (A) above, ~~up to an amount equal to~~ if any, the ~~Interest Distribution Amount for such Class; and~~Noteholders' First Priority Principal Distributable Amount; (C) to the ~~Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates~~Note Distribution Account, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds ~~are insufficient to pay in full~~ remaining after the ~~total amount~~ application of ~~interest to be paid to any of~~ clauses (A) and (B) above, if any, the ~~Classes of Certificates described in this clause~~ Class B Noteholders' Interest Distributable Amount; (~~i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ D) to the ~~Class A-BP Certificates~~Reserve Account, from the Available Funds ~~available for such Distribution Date shall be allocated among all those Classes~~ remaining after the application of ~~Certificates~~ clauses (A) through (C) above, the amount, if any, necessary to reinstate the balance in the Reserve Account up to ~~an amount equal to, and pro rata in accordance with,~~ the ~~respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.~~Required Reserve Amount; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (aE) to the ~~Class A-1 Certificates~~Note Distribution Account, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to~~ from the ~~Group 1 Principal Distribution Amount for such Distribution Date and,~~ Available Funds remaining after the ~~Certificate Balance~~ application of ~~the Class~~ clauses (A~~-BP Certificates has been reduced to zero~~) through (D) above, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereofany, an amount equal to the Noteholders' Principal Distribution Amount minus any amounts allocated to the Note Distribution Account pursuant to clause (or B) above; and (F) to the ~~portion thereof~~ Certificateholders, the portion, if any, of the Available Funds remaining after ~~any distributions~~ the application of clauses (A) through (E) above; provided the Indenture Trustee has not received written instruction from the Certificateholders of 100% percentage interest in ~~respect~~ the Certificates to redeposit all or a portion of such Available Funds into the Collection Account. The Holders of 100% Percentage Interest of the ~~Class A Certificates~~Certificates will have the right, ~~Class B Certificates~~ but not the obligation, in their sole discretion, to instruct the Indenture Trustee in writing to retain in the Collection Account all or a portion of distributions otherwise payable to them pursuant to (F) above. If the Certificateholders make this election, these amounts will be treated as collections during the then current Collection Period and ~~Class C Certificates~~ the Certificateholders will have ~~been made~~ no claim to such amounts (unless distributed on ~~such Distribution Date~~a subsequent Payment Date pursuant to (F) above)~~, until~~ . (iii) In the ~~outstanding Certificate Balance~~ event the Notes are declared to be due and payable following the occurrence of an Event of Default pursuant to Section 5.01(i) and (ii) of the ~~Class D Certificates has been reduced~~ Indenture, the Servicer shall instruct the Indenture Trustee (based on the information contained in the Servicer's Certificate delivered on the related Payment Determination Date pursuant to ~~zero; (xv~~section 4.09) ~~fifteenth,~~ to make the following deposits and distributions to the ~~Holders~~ extent of Available Funds, in the ~~Class D Certificates, first up to an amount equal~~ following order of priority: (A) to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class~~Note Distribution Account, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly~~ from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereofAvailable Funds, an amount equal to the ~~Principal~~ accrued and unpaid interest on each Class of Class A Notes; (B) to the Note Distribution ~~Amount (or~~ Account, from the ~~portion thereof~~ Available Funds remaining after ~~any distributions in respect~~ the application of ~~the Class A Certificates~~clause (A) above, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereofif any, an amount equal to the ~~Principal~~ Outstanding Amount of each class of Class A Notes; (C) to the Note Distribution ~~Amount (or the portion thereof~~ Account, from Available Funds remaining after ~~any distributions in respect~~ the application of ~~the Class A Certificates~~clauses (A) and (B) above, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereofif any, an amount equal to the ~~Principal~~ accrued and unpaid interest on the Class B Notes; (D) to the Note Distribution ~~Amount (or the portion thereof~~ Account, from Available Funds remaining after ~~any distributions in respect~~ the application of ~~the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date~~clauses (A), ~~until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero;~~ (~~xxiv~~B) ~~twenty-fourth~~and (C) above, ~~to the Holders of the Class G-RR Certificates~~if any, ~~first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders Outstanding Amount of the Class ~~H-RR Certificates~~B Notes; and (E) to the Certificateholders, the portion, if any, of the Available Funds remaining after application of clauses (A), (B), (C) and (D), above. (iv) In the event the Notes are declared to be due and payable following the occurrence of an Event of Default pursuant to Section 5.01(iii), (iv) or (v) of the Indenture, the Servicer shall instruct the Indenture Trustee (based on the information contained in the Servicer's Certificate delivered on the related Payment Determination Date pursuant to section 4.09) to make the following deposits and distributions to the extent of Available Funds, in ~~respect~~ the following order of ~~interest~~priority: (A) to the Note Distribution Account, ~~up to~~ from Available Funds, an amount equal ~~to,~~ to the ~~Interest Distribution Amount in respect of such~~ accrued and unpaid interest on each Class of ~~Certificates for such~~ Class A Notes; (B) to the Note Distribution ~~Date; (xxvi) twenty-sixth~~Account, from Available Funds remaining after the ~~Certificate Balances~~ application of clause (A) above, if any, an amount equal to the accrued and unpaid interest on the Class B Notes; (C) to the Note Distribution Account, from the Available Funds remaining after the application of clauses (A) and (B) above, if any, an amount equal to the Outstanding Amount of each class of Class A Notes; (D) to the Note Distribution Account, from Available Funds remaining after the application of clauses (A), (B) and (C) above, if any, an amount equal to the Outstanding Amount of the Class ~~A Certificates, Class~~ B ~~Certificates, Class C Certificates, Class D Certificates, Class~~ Notes; and (E~~-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero,~~ ) to the ~~Holders~~ Certificateholders, the portion, if any, of the ~~Class H-RR Certificates~~Available Funds remaining after application of clauses (A), ~~in reduction of the Certificate Balance t~~(B), (C) and (D), above.

Appears in 2 contracts

Sources: Sale and Servicing Agreement (World Omni Auto Receivables LLC), Sale and Servicing Agreement (World Omni Auto Receivables LLC)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

Sources: Sale and Servicing Agreement (WFS Financial 1997-D Owner Trust), Sale and Servicing Agreement (WFS Financial 1998 a Owner Trust)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. ~~(a) [Reserved] (b) On each Distribution Date, to~~ Commencing with the ~~extent of the Available Funds for such Distribution~~ Class C Unit Effective Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders holders of the Class ~~A-1 Certificates~~C Units as of an applicable Record Date shall be entitled to receive distributions (each, a “Class C Quarterly Distribution”) of the ~~Class A-2 Certificates~~Partnership’s Available Cash other than Retail Available Cash, ~~the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ prior to any other distributions made in respect of ~~interest~~any other Partnership Interests pursuant to Section 6.3, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), Section 6.4 or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB CertificatesSection 6.5, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) cash in an amount equal to the ~~Principal~~ Class C Distribution ~~Amount~~ Rate on all Outstanding Class C Units. Distributions shall be paid Quarterly within sixty (60) days following the end of each Quarter, commencing with the Quarter ending December 31, 2015. Each Record Date established for a Class C Quarterly Distribution in respect of any Quarter shall be the same Record Date established for any distribution to be made by the Partnership in respect of other Partnership Interests pursuant to Section 6.3, Section 6.4 or Section 6.5 for such Quarter. Each Class C Quarterly Distribution ~~Date~~(or, ~~until~~ if applicable, portion thereof) for any Quarter that is payable in cash shall be paid in cash unless either the ~~Certificate Balance of each~~ Partnership’s Available Cash other than Retail Available Cash is insufficient to pay the Class C Quarterly Distribution or such payment is prohibited by the terms of the ~~Class A-1~~Partnership’s material financing agreements, ~~Class A-2~~in which case (A) the amount of such accrued and unpaid distributions will accumulate until paid in full in cash, ~~Class A-3~~and (B) the balance of such accrued and unpaid distributions shall increase at a rate of 1.5% per annum, ~~Class A-4~~compounded quarterly, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date such distribution was due until the ~~related Realized Loss was allocated~~ date it is paid. In no event will a holder of Class C Units be entitled to ~~such Class; (iv) fourth,~~ receive any distributions of Retail Available Cash. Notwithstanding anything to the ~~Holders~~ contrary in this Section 5.14(b)(vi), Aloha, as a holder of ~~the~~ Class ~~A-S Certificates~~C Units, in shall not receive distributions pursuant to this Section 5.14(b)(vi) with respect ~~of interest, up to an amount equal~~ to the ~~Interest Distribution Amount in~~ Quarter ending December 31, 2015. For the avoidance of doubt, holders of Class C Units (other than Aloha) shall be entitled to receive distributions pursuant to this Section 5.14(b)(vi) with respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the ~~Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof~~Quarter ending December 31, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t2015.

Appears in 2 contracts

Sources: Limited Partnership Agreement (Sunoco LP), Limited Partnership Agreement (Sunoco LP)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (a) ~~[Reserved] (b) On each~~ During the Revolving Period, on the Distribution Date, to the extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) Date with respect to each ~~Class of Lower-Tier Regular Interests~~Collection Period, ~~and immediately thereafter,~~ the Trustee shall ~~make distributions thereof from~~ distribute the ~~Upper-Tier REMIC Distribution Account~~ funds on deposit in the ~~following order of priority, satisfying in full,~~ Series 1997-1 Trustee's Account (including amounts deposited pursuant to ~~the extent required~~ Section 4.07 and ~~possible, each priority before making any distribution with respect to any succeeding priority: (i~~Section 8.01) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following order of priority: , in accordance with the Distribution Date Statement delivered pursuant to Section 5.02(a): (1i) ~~first,~~ to the ~~Holders~~ Servicer (if the Servicer is other than Federal-Mogul) the accrued and unpaid Monthly Servicing Fee and any Service Transfer expenses incurred by a Successor Servicer which have not been paid by Federal-Mogul as the initial Servicer; (ii) to the Class A Certificateholders, ratably in accordance with their respective Undivided Fractional Interests: (A) for payment of accrued and unpaid Program Fees, Administration Fees and Other Fees other than Breakage Costs; (B) for payment of the Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest; and (C) for payment of accrued and unpaid Breakage Costs; provided, however, if remaining funds on deposit in the Series 1997-1 Trustee's Account are not sufficient to fund all amounts due pursuant to clauses (a)(ii) (A~~-AB Certificates~~), ~~in an amount up~~ (B) and (C), the Class A Certificateholders shall apply such remaining funds pro rata to the ~~Group 1 Principal Distribution Amount~~ amounts due pursuant to clauses (a)(ii)(A), (B) and (~~if applicable~~C); (iii) ~~the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ to the Class A Certificateholders: (A~~-AB Scheduled Principal Balance~~ ) for ~~such Distribution Date; (2) second, to~~ the ~~Holders~~ payment of the Escrow Account Amount, if any, and the Coverage Amount, if any, and such amount shall be applied to reduce the Class ~~A-1 Certificates, in an amount up to~~ A Invested Amount; (B) If the ~~Group 1 Principal Distribution~~ Class A Invested Amount ~~and (if applicable)~~ is greater than the ~~Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made~~ Class A Purchase Limit on such Distribution Date), remaining funds in the Series 1997-1 Trustee's Account shall be applied to reduce the Class A Invested Amount until the ~~outstanding Certificate Balance of~~ Class A Invested Amount equals the Class ~~A-1 Certificates has been reduced~~ A Purchase Limit; and (C) If the Seller elects to ~~zero; (3) third~~make an Optional Repayment pursuant to Section 4.07, the Optional Repayment Amount deposited to the ~~Holders of~~ Series 1997-1 Trustee's Account shall be applied to reduce the Class ~~A-2 Certificates in an amount~~ A Invested Amount. (iv) so long as Federal-Mogul is the Servicer, any remaining available funds up to the ~~Group 1 Principal Distribution Amount~~ accrued and unpaid Monthly Servicing Fee to Federal-Mogul; and (~~if applicable~~v) the ~~Group 2 Principal~~ remainder to the Class B Certificateholders. (b) On each Distribution ~~Amount (or~~ Date during the ~~portion thereof remaining after any distributions specified~~ Amortization Period, the Trustee shall distribute the funds on deposit in ~~subclauses (1) and (2) above have been made~~ the Series 1997-1 Trustee's Account on such Distribution Date), ~~until~~ in the ~~outstanding Certificate Balance~~ following order of priority, in accordance with the Distribution Date Statement delivered pursuant to Section 5.02(a): (i) to the Class A Certificateholders any enforcement expenses due to the Class A Certificateholders; (ii) to the Servicer (if the Servicer is other than Federal-Mogul) the accrued and unpaid Monthly Servicing Fee and Service Transfer expenses incurred by a Successor Servicer which have not been paid by the initial Servicer; (iii) to the Class A Certificateholders ratably in accordance with their respective Undivided Fractional Interests: (A) for payment of the Class ~~A-2 Certificates has been reduced~~ A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest; (B) for payment of accrued and unpaid Breakage Costs; provided, however, if remaining funds on deposit in the Series 1997-1 Trustee's Account are not sufficient to ~~zero;~~ fund all amounts due pursuant to clauses (4b)(iii) ~~fourth~~(A) and (B), the Class A Certificateholders shall apply such remaining funds pro rata to the ~~Holders~~ amounts due pursuant to clauses to clauses (b)(iii)(A) and (B); (iv) to the Class A Certificateholders for the payment of the Coverage Amount, if any, and such amount shall be applied to reduce the Class A Invested Amount; (v) to the Class A Certificateholders, ratably in accordance with their respective Undivided Fractional Interests, the Class A Controlled Amortization Amount in reduction of the Class ~~A-3 Certificates~~A Invested Amount and any other amounts due the Class A Certificateholders under the Transaction Documents; (vi) to the Class A Certificateholders for payment of accrued and unpaid Program Fees, ~~in an amount~~ Administration Fees and Other Fees (other than Breakage Costs); (vii) so long as Federal-Mogul is the Servicer, any remaining available funds up to the ~~Group~~ accrued and unpaid Monthly Servicing Fee to Federal-Mogul; and (viii) the remainder to the Class B Certificateholder. (c) On each Distribution Date during an Early Amortization Period and on the Distribution Dates referred to in Sections 9.01(b) and 9.02 (a) hereof the Trustee shall distribute the funds on deposit in the Series 1997-1 ~~Principal~~ Trustee's Account on such Distribution ~~Amount and~~ Date in the following order of priority in accordance with the Distribution Date Statement delivered pursuant to Section 5.02(a): (i) to the Servicer (if ~~applicable~~the Servicer is other than Federal-Mogul) the ~~Group 2 Principal Distribution Amount~~ accrued and unpaid Monthly Servicing Fee and any Service Transfer expenses incurred by a Successor Servicer which have not been paid by Federal-Mogul as the initial Servicer; (or ii) to the ~~portion thereof~~ Class A Certificateholders any enforcement expenses due to the Class A Certificateholders; (iii) to the Class A Certificateholders, ratably in accordance with their respective Undivided Fractional Interests (A) for payment of accrued and unpaid Purchaser Fees, Administration Fees and Other Fees other than Breakage Costs, (B) for payment of Class A Monthly Interest, any Class A Monthly Interest previously due but not paid and any Class A Additional Interest; and (C) for payment of accrued and unpaid Breakage Costs; If remaining ~~after any distributions specified~~ funds on deposit in ~~subclauses~~ the Series 1997-1 Trustee's Account are not sufficient to fund all amounts due pursuant to clauses (1c)(iii)(A), (2B) and (~~3) above have been made on such Distribution Date~~C), ~~until~~ the ~~outstanding Certificate Balance~~ remaining funds shall be distributed to the Class A Certificateholders and the Class A Certificateholders shall apply such funds pro rata to the amounts due pursuant to clauses (c)(iii)(A), (B) and (C); (iv) to the reduction of the Class ~~A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the~~ A Invested Amount until such Class ~~A-4 Certificates, in an amount up to the Group 1 Principal Distribution~~ A Invested Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6v) ~~sixth~~the remainder, to the ~~Holders of the~~ Class ~~A-AB Certificates, in an amount up to the Group 1 Principal Distribution~~ B Certificateholder until such Class B Invested Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; . Upon payment in full to all of the Series 1997-1 Certificateholders of the Invested Amount, all accrued and ~~(b)~~ unpaid interest thereon and all other amounts due the Series 1997-1 Certificateholders under the Transaction Documents, payment in full to the ~~Class A-BP Certificates~~Servicer of the Monthly Servicing Fee, ~~in an amount up~~ and provided that no amounts are then due and unpaid to the ~~Group 2 Principal Distribution Amount for such Distribution Date and~~Holders of any other outstanding Series, ~~after~~ all amounts remaining on deposit in the ~~Certificate Balances~~ Series 1997-1 Trustee's Account shall be distributed by the Trustee to the Holder of the Class ~~A-1 Certificates~~B Certificate, ~~Class A-2 Certificates~~and all amounts, ~~Class A-3 Certificates~~if any, ~~Class A-4 Certificates and Class A-AB Certificates have been reduced to zero,~~ remaining in the ~~Group 1 Principal Distribution Amount remaining after payments~~ Collection Account shall be distributed by the Trustee to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance~~ Holder of the Class ~~A-BP Certificates has been reduced to zero~~B Certificate; ~~and (II) on or~~ provided, however, that if at any time after the ~~Cross~~payment that would have otherwise resulted in such payment in full, such payment is rescinded or must otherwise be returned for any reason, effective upon such rescission or return such payment in full shall automatically be deemed, as between the Series 1997-~~Over Date~~1 Certificateholders and the Class B Certificateholder, never to have occurred, and the Class B Certificateholder shall be required, to the ~~Class A-1~~extent it received any amounts under this Section 5.01, ~~Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in~~ to remit to the Trustee an amount equal to the ~~Principal Distribution Amount for~~ rescinded or returned payment. (d) Except as provided in Section 12.02 of the Agreement with respect to a final distribution, distributions to Series 1997-1 Certificateholders hereunder shall be made by check mailed to each Series 1997-1 Certificateholder at such Certificateholder's address appearing in the Certificate Register without presentation or surrender of any Series 1997-1 Certificate or the making of any notation thereon; provided, however, that distributions will be made by wire transfer of immediately available funds to the account of the Certificateholder entitled thereto at a bank or other entity located in the United States of America having appropriate facilities therefor if such Certificateholder shall have so notified the Trustee in writing by the Record Date immediately prior to such Distribution ~~Date, until~~ Date and is the ~~Certificate Balance~~ registered owner of ~~each of~~ Certificates in the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an initial aggregate principal amount equal to ~~the aggregate~~ or in excess of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t$2,000,000.

Appears in 2 contracts

Sources: Pooling and Servicing Agreement (Federal Mogul Corp), Series Supplement (Federal Mogul Corp)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Trustee shall apply amounts in the Certificate Account representing Available Funds for ~~such Distribution Date,~~ the related Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Group in the following manner and order of priority~~, satisfying in full,~~ : I. With respect to the ~~extent required and possible, each priority before making any distribution with respect to any succeeding priority~~Group I Certificates: (i) ~~first~~from amounts in respect of interest received on the Underlying Group I Certificates, if any, to the ~~Holders of the~~ Class I-A-1 ~~Certificates, the~~ Certificates and Class I-A-2 Certificates, on a pro rata basis, the Interest Distribution Amount for each such Class for such Distribution Date; (ii) from amounts in respect of Scheduled Principal received on the Underlying Group I Certificates, if any: (a) if a Trigger Event is not in effect, to the Class ~~A-3 Certificates, the Class A-4 Certificates the Class A~~I-~~AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ A-1 Certificates and the Class XI-B A-2 Certificates, on a pro rata basis, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) if a Trigger Event is in effect, to the Class I-A-1 Certificates and the Class I-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; and (iii) from amounts in respect of Unscheduled Principal received on the Underlying Group I Certificates, if any: (a) prior to the related Stepdown Date or if a Trigger Event is in effect, to the Class I-A-1 Certificates and the Class I-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) on or after the related Stepdown Date and if a Trigger Event is not in effect, to the Class I-A-2 Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the ~~Interest~~ Class I-A-2 Principal Distribution ~~Amount for such Class; and (C) to the Class X-A Certificates~~Amount, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the ~~Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1~~ Current Principal Amount of such Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to~~ until the ~~Group 1~~ Current Principal ~~Distribution~~ Amount ~~for~~ of such ~~Distribution Date and, after the Certificate Balance of the Class A-BP~~ Certificates has been reduced to zero, ~~the Group 2 Principal Distribution Amount remaining after payments~~ and then a distribution to the Class AI-BP A-1 Certificates ~~have been made~~ of any remaining Unscheduled Principal received on ~~such Distribution Date, in~~ the ~~following priority: (1) first, to the Holders of the Class A-AB~~ Underlying Group I Certificates, in ~~an amount up to~~ reduction of the ~~Group 1~~ Current Principal ~~Distribution~~ Amount ~~and (if applicable) the Group 2 Principal Distribution Amount~~of such Certificates, until the ~~outstanding Certificate Balance~~ Current Principal Amount of ~~the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for~~ such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero~~; (3) third, to the Holders of the Class A-2 Certificates in an amount up~~ . II. With respect to the Group ~~1 Principal Distribution Amount and~~ II Certificates: (~~if applicable~~i) from amounts in respect of interest received on the Underlying Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 II Certificates, ~~in an amount up to the Group 1 Principal Distribution Amount and (~~if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Dateany, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~II-AB A-1 Certificates and Class AII-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes on a pro rata ~~(based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class)~~basis, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of~~ for each such Class ~~of Certificates~~ for such Distribution Date; (vii) ~~fifth~~from amounts in respect of Scheduled Principal received on the Underlying Group II Certificates, ~~after the Certificate Balances of~~ if any: (a) if a Trigger Event is not in effect, to the Class II-A-1 ~~Certificates,~~ Certificates and the Class II-A-2 Certificates, ~~Class A-3~~ on a pro rata basis, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class ~~A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have~~ has been reduced to zero; or (b) if a Trigger Event is in effect, to the ~~Holders of~~ Class II-A-1 Certificates and the Class AII-~~S Certificates~~ A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the ~~Certificate Balance thereof~~Current Principal Amount of such Certificates, up until the Current Principal Amount of each such Class has been reduced to zero; and (iii) from amounts in respect of Unscheduled Principal received on the Underlying Group II Certificates, if any: (a) prior to the related Stepdown Date or if a Trigger Event is in effect, to the Class II-A-1 Certificates and the Class II-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) on or after the related Stepdown Date and if a Trigger Event is not in effect, to the Class II-A-2 Certificates, in an amount equal to the Class II-A-2 Principal Distribution ~~Amount (or the portion thereof remaining after any distributions~~ Amount, in ~~respect~~ reduction of the ~~Class ▇-▇~~Current Principal Amount of such Certificates, ~~▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date)~~ until the ~~outstanding Certificate Balance~~ Current Principal Amount of ~~the Class A-S~~ such Certificates has been reduced to zero;, and then a distribution to the Class II-A-1 Certificates of any remaining Unscheduled Principal received on the Underlying Group II Certificates, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of such Certificates has been reduced to zero. III. With respect to the Group III Certificates: (vii) ~~sixth~~from amounts in respect of interest received on the Underlying Group III Certificates, if any, to the ~~Holders of the~~ Class AIII-S A-1 Certificates and Class III-A-2 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class~~on a pro rata basis, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of~~ for each such Class ~~of Certificates~~ for such Distribution Date; (~~viii~~ii) ~~eighth~~from amounts in respect of Scheduled Principal received on the Underlying Group III Certificates, if any: (a) if a Trigger Event is not in effect, to the Class III-A-1 Certificates and the Class III-A-2 Certificates, on a pro rata basis, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) if a Trigger Event is in effect, to the Class III-A-1 Certificates and the Class III-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; and (iii) from amounts in respect of Unscheduled Principal received on the Underlying Group III Certificates, if any: (a) prior to the related Stepdown Date or if a Trigger Event is in effect, to the Class III-A-1 Certificates and the Class III-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) on or after the ~~Certificate Balances~~ related Stepdown Date and if a Trigger Event is not in effect, to the Class III-A-2 Certificates, in an amount equal to the Class III-A-2 Principal Distribution Amount, in reduction of the ~~Class A~~ Current Principal Amount of such Certificates, until the Current Principal Amount of such Certificates ~~have~~ has been reduced to zero, and then a distribution to the ~~Holders~~ Class III-A-1 Certificates of any remaining Unscheduled Principal received on the ~~Class B~~ Underlying Group III Certificates, in reduction of the ~~Certificate Balance thereof~~Current Principal Amount of such Certificates, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date)~~ until the ~~Certificate Balance~~ Current Principal Amount of ~~the Class B~~ such Certificates has been reduced to zero;. IV. With respect to the Group IV Certificates: (ixi) ~~ninth~~from amounts in respect of interest received on the Underlying Group IV Certificates, if any, to the ~~Holders of the~~ Class B IV-A-1 Certificates and Class IV-A-2 Certificates, ~~first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class~~on a pro rata basis, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount ~~in respect of~~ for each such Class ~~of Certificates~~ for such Distribution Date; (xiii) ~~eleventh~~from amounts in respect of Scheduled Principal received on the Underlying Group IV Certificates, ~~after the Certificate Balances of~~ if any: (a) if a Trigger Event is not in effect, to the Class A IV-A-1 Certificates and the Class ~~B Certificates have~~ IV-A-2 Certificates, on a pro rata basis, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) if a Trigger Event is in effect, to the ~~Holders of~~ Class IV-A-1 Certificates and the Class ~~C Certificates~~ IV-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the ~~Certificate Balance thereof~~Current Principal Amount of such Certificates, up until the Current Principal Amount of each such Class has been reduced to zero; and (iii) from amounts in respect of Unscheduled Principal received on the Underlying Group IV Certificates, if any: (a) prior to the related Stepdown Date or if a Trigger Event is in effect, to the Class IV-A-1 Certificates and the Class IV-A-2 Certificates, sequentially, in that order, a distribution of such amounts, in reduction of the Current Principal Amount of such Certificates, until the Current Principal Amount of each such Class has been reduced to zero; or (b) on or after the related Stepdown Date and if a Trigger Event is not in effect, to the Class IV-A-2 Certificates, in an amount equal to the Class IV-A-2 Principal Distribution ~~Amount (or the portion thereof remaining after any distributions~~ Amount, in ~~respect~~ reduction of the ~~Class A Certificates and the Class B Certificates have been made on~~ Current Principal Amount of such ~~Distribution Date)~~ Certificates, until the ~~Certificate Balance~~ Current Principal Amount of ~~the Class C~~ such Certificates has been reduced to zero~~; (xii) twelfth~~, and then a distribution to the ~~Holders~~ Class IV-A-1 Certificates of any remaining Unscheduled Principal received on the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Underlying Group IV Certificates, in reduction of the ~~Certificate Balance thereof~~Current Principal Amount of such Certificates, until the Current Principal Amount of such Certificates has been reduced to zero. V. With respect to the Group V Certificates, in the following order of priority: (i) to the Class V-A-1a Certificates, from the Class V-A-1a Percentage of Group V Underlying Interest, in an amount equal to the Class V-A-1a Interest Distribution Amount; and if such Class V-A-1a Percentage of Group V Underlying Interest is insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest, and if such amounts are insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates, and if such amounts are insufficient, from the Class V-A-1c Percentage of Group V Underlying Interest, and if such amounts are insufficient, from the Class V-A-1c Percentage of amounts in respect of principal received on the Underlying Group V Certificates, and if such amounts are insufficient, from the Class V-A-1b Percentage of Group V Underlying Interest, and if such amounts are insufficient, from the Class V-A-1b Percentage of amounts in respect of principal received on the Underlying Group V Certificates; (ii) to the Class V-A-1a Certificates, from the Class V-A-1a Percentage of the amounts in respect of principal received on the Underlying Group V Certificates, in an amount equal to the Class V-A-1a Principal Distribution Amount; and if such Class V-A-1a Percentage of amounts in respect of principal received on the Underlying Group V Certificates is insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-1b Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-1b Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above); (iii) to the Class V-A-1b Certificates, from the Class V-A-1b Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above), in an amount equal to the Class V-A-1b Interest Distribution Amount; and if such Class V-A-1b Percentage of Group V Underlying Interest is insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above), and if such amounts are insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above); (iv) to the Class V-A-1b Certificates, from the Class V-A-1b Percentage of the amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i) and 3.5(a)(V)(ii) above), in an amount equal to the Class V-A-1b Principal Distribution Amount; and if such Class V-A-1b Percentage of amounts in respect of principal received on the Underlying Group V Certificates is insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii) and 3.5(a)(V)(iii) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii) and 3.5(a)(V)(iii) above), and if such amounts are insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above), and if such amounts are insufficient, from the Class V-A-1c Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Section 3.5(a)(V)(i) above); (v) to the Class V-A-1c Certificates, from the Class V-A-1c Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii) and 3.5(a)(V)(iv) above), in an amount equal to the Class V-A-1c Interest Distribution Amount; and if such Class V-A-1c Percentage of Group V Underlying Interest is insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii) and 3.5(a)(V)(iv) above), and if such amounts are insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii) and 3.5(a)(V)(iv) above); (vi) to the Class V-A-1c Certificates, from the Class V-A-1c Percentage of the amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii), 3.5(a)(V)(iv) and 3.5(a)(V)(v) above), in an amount equal to the Class V-A-1c Principal Distribution Amount; and if such Class V-A-1c Percentage of amounts in respect of principal received on the Underlying Group V Certificates is insufficient, from the Class V-A-2 Percentage of amounts in respect of principal received on the Underlying Group V Certificates (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii), 3.5(a)(V)(iv) and 3.5(a)(V)(v) above), and if such amounts are insufficient, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii), 3.5(a)(V)(iv) and 3.5(a)(V)(v) above); (vii) to the Class V-A-2 Certificates, from the Class V-A-2 Percentage of Group V Underlying Interest (as such amounts may have been reduced as described in Sections 3.5(a)(V)(i), 3.5(a)(V)(ii), 3.5(a)(V)(iii), 3.5(a)(V)(iv), 3.5(a)(V)(v) and 3.5(a)(V)(vi) above), an amount equal to the ~~Principal~~ Class V-A-2 Interest Distribution ~~Amount~~ Amount; and (or viii) to the ~~portion thereof remaining after any distributions~~ Class V-A-2 Certificates, from the Class V-A-2 Percentage of amounts in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tprin

Appears in 2 contracts

Sources: Pooling Agreement (Bear Stearns Structured Products Inc. Trust 2007-R8), Pooling Agreement (Bear Stearns Structured Products Inc. Trust 2007-R8)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Sec Corp Mort Pass THR Cert Ser 1999 3 Trust)

Distributions. (a) ~~[Reserved]~~Subject to Section 3.21(c), on each Distribution Date, an amount equal to the Interest Funds and Principal Funds for Loan Group I for such Distribution Date shall be withdrawn by the Trustee from the Distribution Account and distributed in the following order of priority: (b1) Interest Funds in respect of Loan Group I shall be distributed in the following manner and order of priority: (i) To the Class I-A-1, Class I-A-2, Class I-A-3 and Class I-A-4 Certificates, the Current Interest and then any Interest Carry Forward Amount for each such Class, on a pro rata basis, based on the entitlement of each such Class; and (ii) From remaining Interest Funds in respect of Loan Group I, sequentially to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, in that order, the Current Interest for each such Class. Any Excess Spread with respect to Loan Group I to the extent necessary to meet a level of overcollateralization equal to the Group I Overcollateralization Target Amount shall be the Group I Extra Principal Distribution Amount and shall be included as part of the related Principal Distribution Amount. Any related Remaining Excess Spread together with any Group I Overcollateralization Release Amount shall be applied as Excess Cashflow with respect to Loan Group I and distributed pursuant to clauses (a)(3)(A) through (H) below. On any Distribution Date, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls with respect to the Group I Mortgage Loans to the extent not covered by Compensating Interest will be allocated to the Group I Certificates as set forth in the definition of “Current Interest” herein and Section 1.02. (2) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Principal Distribution Amount ~~from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d)~~ with respect to ~~each Class of Lower-Tier Regular Interests, and immediately thereafter,~~ Loan Group I shall ~~make distributions thereof from the Upper-Tier REMIC Distribution Account~~ be distributed in the following manner and order of priority~~, satisfying in full,~~ : (A) For each Distribution Date (i) prior to the ~~extent required and possible, each priority before making any distribution with respect to any succeeding priority~~Group I Stepdown Date or (ii) on which a Group I Trigger Event is in effect: (i) ~~first, to the Holders of~~ To the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~I-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 related Principal Distribution Amount for such Distribution ~~Date and~~Date, ~~after the Certificate Balance of the Class A-BP Certificates has been reduced to zero~~sequentially, ~~the Group 2 Principal Distribution Amount remaining after payments~~ to the Class AI-~~BP Certificates have been made on such Distribution Date~~A-1, ~~in the following priority: (1) first~~Class I-A-2, ~~to the Holders of the~~ Class AI-~~AB Certificates, in an amount up to the Group 1 Principal Distribution Amount~~ A-3 and ~~(if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the~~ Class AI-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in ~~an amount up~~ that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (ii) To the ~~Group 1~~ Class I-M-1 Certificates, from any remaining Principal Distribution Amount ~~and (if applicable) the~~ in respect of Loan Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount I for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Principal Balance of thereof is reduced to zero; (iii) To the Class AI-~~BP Certificates has been~~ M-2 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class I-M-3 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class I-M-4 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class I-M-5 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (vii) To the Class I-M-6 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) To the Class I-M-7 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (ix) To the Class I-M-8 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class I-M-9 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; ~~and~~ and (IIxi) To the Class I-M-10 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (B) For each Distribution Date on or after the ~~Cross-Over~~ Group I Stepdown Date, so long as a Group I Trigger Event is not in effect: (i) To the Class I-A Certificates, the Class I-A Principal Distribution Amount for such Distribution Date, sequentially to the Class I-A-1, Class I-A-2, Class ~~A-3, Class A-4, Class A~~I-AB A-3 and Class AI-BP A-4 Certificates, ~~pro rata~~ in that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (~~based on their respective Certificate Balances~~ii) To the Class I-M-1 Certificates, from any remaining Principal Distribution Amount in ~~an amount equal to~~ respect of Loan Group I for such Distribution Date, the Class I-M-1 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ thereof is reduced to zero~~, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~; (iii) ~~third, to the Holders of~~ To the Class ~~A-1~~ I-M-2 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A~~I-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate M-2 Principal Distribution Amount for such ~~Class compounded monthly from~~ Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (iv) ~~fourth, to the Holders of~~ To the Class AI-S M-3 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount in respect of ~~such Class of Certificates~~ Loan Group I for such Distribution Date, the Class I-M-3 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (v) ~~fifth, after the Certificate Balances of~~ To the Class ~~A-1~~ I-M-4 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions~~ in respect of ~~the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on~~ Loan Group I for such Distribution Date) , the Class I-M-4 Principal Distribution Amount for such Distribution Date, until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-S Certificates has been~~ thereof is reduced to zero; (vi) ~~sixth, to the Holders of~~ To the Class AI-S M-5 Certificates, ~~first up to an amount equal to the aggregate~~ from any remaining Principal Distribution Amount in respect of ~~unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ Loan Group I for such Distribution Date, the Class ~~compounded monthly from~~ I-M-5 Principal Distribution Amount for such Distribution Date, until the ~~date the related Realized Loss was allocated~~ Certificate Principal Balance thereof is reduced to ~~such Class~~zero; (vii) ~~seventh, to the Holders of~~ To the Class B I-M-6 Certificates, ~~in respect of interest, up to an amount equal to the Interest~~ from any remaining Principal Distribution Amount in respect of ~~such Class of Certificates~~ Loan Group I for such Distribution Date, the Class I-M-6 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (viii) ~~eighth, after the Certificate Balances of~~ To the Class ~~A Certificates have been reduced to zero, to the Holders of the Class B~~ I-M-7 Certificates, ~~in reduction of the Certificate Balance thereof, up to an amount equal to the~~ from any remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions~~ in respect of ~~the Class A Certificates have been made on~~ Loan Group I for such Distribution Date) , the Class I-M-7 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ~~ninth~~To the Class I-M-8 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-8 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; (x) To the Class I-M-9 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-9 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero; and (xi) To the Class I-M-10 Certificates, from any remaining Principal Distribution Amount in respect of Loan Group I for such Distribution Date, the Class I-M-10 Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance thereof is reduced to zero. (3) Any Excess Cashflow with respect to Loan Group I shall be distributed in the following manner and order of priority: (A) To the Class I-A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, on a pro rata basis, in accordance with the Interest Carry Forward Amount due with respect to each such Class, to the extent not fully paid pursuant to clause (a)(1) above and Section 3.21(d) and (b) second, any Unpaid Realized Loss Amount for such Classes for such Distribution Date, on a pro rata basis, in accordance with the Applied Realized Loss Amount allocated to each such Class; (B) From any remaining Excess Cashflow with respect to Loan Group I, sequentially, to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10, Certificates, in that order, an amount equal to the Interest Carry Forward Amount for each such Class for such Distribution Date to the extent not fully paid pursuant to Section 3.21(d); (C) From any remaining Excess Cashflow with respect to Loan Group I otherwise distributable to the Class I-CE Interest and the Class I-CE Certificates, to the Group I Reserve Fund, (i) first, to pay to the Classes of Class I-A Certificates, any Basis Risk Shortfall Carry Forward Amount for such Classes for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class to the extent not paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Group I Reserve Fund, and (ii) second, to maintain a balance in the Group I Reserve Fund equal to the Group I Reserve Fund Deposit; (D) From any remaining Excess Cashflow with respect to Loan Group I otherwise distributable to the Class I-CE Interest and the Class I-CE Certificates, to the Group I Reserve Fund, (i) first, to pay to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not paid pursuant to Section 3.21(d) and to the extent such amount exceeds the amounts then on deposit in the Group I Reserve Fund, and (ii) second, to maintain a balance in the Group I Reserve Fund equal to the Group I Reserve Fund Deposit; (E) From any remaining Excess Cashflow with respect to Loan Group I, to the Class I-A Certificates, on a pro rata basis, based on the entitlement of each such Class, and then sequentially to the Class I-M-1, Class I-M-2, Class I-M-3, Class I-M-4, Class I-M-5, Class I-M-6, Class I-M-7, Class I-M-8, Class I-M-9 and Class I-M-10 Certificates, in that order, the amount of Relief Act Shortfalls and any Prepayment Interest Shortfalls allocated to such Classes of Certificates, to the extent not previously reimbursed; (F) From any remaining Excess Cashflow with respect to Loan Group I, to the Swap Administrator for payment to the Group I Swap Provider, any Group I Swap Termination Payments due to a Group I Swap Provider Trigger Event owed by the Trust Fund with respect to Loan Group I (other than to the extent already paid by the Swap Administrator from any upfront payment received pursuant to any related replacement interest rate swap agreement that may be entered into by the Group I Supplemental Interest Trust Trustee); (G) From any remaining Excess Cashflow with respect to Loan Group I, to the Class I-CE Interest and Class I-CE Certificates, an amount equal to the Class I-CE Distribution Amount reduced by amounts distributed in clauses (C) and (D) above; and (H) From any remaining Excess Cashflow with respect to Loan Group I, to each of the Class I-R-1, Class I-R-2, Class I-R-3 and Class I-RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts with respect to Prepayment Charges with respect to Loan Group I shall be distributed to the Holders of the Class B I-P Interest and the Class I-P Certificates, ~~first up~~ provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term with respect to an Loan Group I as identified on the Mortgage Loan Schedule, any amount ~~equal to~~ on deposit in the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass~~Class I-~~Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth,~~ P Certificate Account will be distributed to the Holders of the Class ~~C Certificates~~I-P Interest and the Class I-P Certificates in reduction of the Certificate Principal Balance thereof. In addition, notwithstanding the foregoing, on any Distribution Date after the Distribution Date on which the Certificate Principal Balance of a Class of Class I-A Certificates or Class I-M Certificates has been reduced to zero, that Class of Certificates will be retired and will no longer be entitled to distributions, including distributions in respect of ~~interest~~Prepayment Interest Shortfalls or Basis Risk Shortfall Carry Forward Amounts. In addition, up notwithstanding the foregoing clause (a)(2), to the extent a Group I Class IO Distribution Amount is payable from principal collections, Principal Distribution Amounts related to Loan Group I will be deemed paid to the most subordinate Class of Group I Regular Certificates (other than the Class I-P Certificates), until the Certificate Principal Balance thereof has been reduced to zero, and such amount will be paid pursuant to Section 3.21(f). (b) Subject to Section 3.22(c), on each Distribution Date, an amount equal to the Interest Funds and Principal Funds for Loan Group II for such Distribution ~~Amount~~ Date shall be withdrawn by the Trustee from the Distribution Account and distributed in the following order of priority: (1) Interest Funds in respect of ~~such Class~~ Loan Group II shall be distributed in the following manner and order of ~~Certificates for such Distribution Date;~~priority: (xiA) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero~~From Interest Funds in respect of: (i) Subgroup II-1, to the ~~Holders of the~~ Class ~~C Certificates in reduction of the Certificate Balance thereof~~II-1A-1, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the~~ Class ~~A Certificates~~ II-1A-2, Class II-1A-3 and ~~the~~ Class ~~B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C~~ II-1A-4 Certificates, ~~first up to an amount equal to~~ the ~~unreimbursed Realized Losses previously allocated to~~ Current Interest and then any Interest Carry Forward Amount for each such Class, ~~then interest~~ on ~~that amount at~~ a pro rata basis, based on the ~~Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to~~ entitlement of each such Class; (~~xiii~~ii) ~~thirteenth~~Subgroup II-2, to the ~~Holders of the~~ Class ~~D Certificates and Class X-D~~ II-2A Certificates, ~~in respect of interest, up to an amount equal to,~~ the Current Interest and ~~pro rata in accordance with, the respective~~ then any Interest ~~Distribution Amounts in respect of such Class of Certificates~~ Carry Forward Amount for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (~~xvi~~iii) ~~sixteenth~~Subgroup II-3, to the ~~Holders of the~~ Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A II-3A Certificates, the Current Interest and then any Interest Carry Forward Amount for such Class; and (B) From remaining Interest Funds in respect of: (i) Subgroup II-1, to the Class B II-2A Certificates and Class II-3A Certificates, the ~~Class C Certificates~~ remaining Current Interest, if any, and ~~Class D Certificates have been reduced to zero~~the remaining Interest Carry Forward Amount, ~~to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after~~ if any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such ~~Class compounded monthly from~~ Classes, on a pro rata basis, based on the ~~date the related Realized Loss was allocated to~~ entitlement of each such Class; (~~xix~~ii) ~~nineteenth~~Subgroup II-2, to the ~~Holders of the~~ Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D II-1A Certificates and Class ~~E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR~~ II-3A Certificates, ~~in reduction of~~ the ~~Certificate Balance thereof~~remaining Current Interest, ~~an amount equal to~~ if any, and the ~~Principal Distribution Amount (or the portion thereof~~ remaining ~~after~~ Interest Carry Forward Amount, if any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such ~~Class compounded monthly from~~ Classes, on a pro rata basis, based on the ~~date the related Realized Loss was allocated to~~ entitlement of each such Class; (~~xxii~~iii) ~~twenty-second~~Subgroup II-3, to the ~~Holders~~ Class II-1A Certificates and Class II-2A Certificates, the remaining Current Interest, if any, and the remaining Interest Carry Forward Amount, if any for such Classes, on a pro rata basis, based on the entitlement of each such Class; and (C) From remaining Interest Funds in respect of Loan Group II, sequentially, to the Class GII-RR M-1, Class II-M-2, Class II-M-3, Class II-M-4, Class II-M-5, Class II-M-6, Class II-M-7, Class II-M-8, Class II-M-9 and Class II-M-10 Certificates, in ~~respect of interest, up to an amount equal to~~that order, the Current Interest for each such Class. Any Excess Spread with respect to Loan Group II to the extent necessary to meet a level of overcollateralization equal to the Group II Overcollateralization Target Amount shall be the Group II Extra Principal Distribution Amount in and shall be included as part of the related Principal Distribution Amount. Any related Remaining Excess Spread together with any Group II Overcollateralization Release Amount shall be applied as Excess Cashflow with respect ~~of such Class of Certificates for such~~ to Loan Group II and distributed pursuant to clauses (b)(4)(A) through (H) below. On any Distribution Date;, any Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls with respect to the Group II Mortgage Loans to the extent not covered by Compensating Interest will be allocated to the Group II Certificates as set forth in the definition of “Current Interest” herein and Section 1.02. (~~xxiii~~2) ~~twenty-third~~On each Distribution Date, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount ~~(or~~ with respect to Loan Group II shall be distributed in the ~~portion thereof remaining after any distributions in respect~~ following manner and order of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero;priority: (~~xxiv~~A) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; For each Distribution Date (~~xxv~~i) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2007-He2)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2004-C15)

Distributions. (aIn accordance with Section 3.01(d) ~~[Reserved] (b) On~~ of the Standard Terms and subject to the exceptions set forth below, on each Distribution Date, the Securities Administrator shall withdraw the aggregate Available Distribution Amount (less any amounts withdrawn pursuant to ~~the extent~~ Section 3.01(a)(iv) of the Standard Terms) for Loan Group 1, Loan Group 2 and Loan Group 3, and shall distribute it in the following manner and order of priority: (i) the Available ~~Funds~~ Distribution Amount for Loan Group 1 and such Distribution ~~Date, the Certificate Administrator~~ Date shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) ~~to the Class A-1 Certificates~~first, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets~~ pro rata (based on Accrued Certificate Interest thereon for such Distribution Date), up to ~~an amount equal to~~the Class R, Class RC, Class 1A1 and ~~pro rata in accordance with~~Class 1A2 certificates, ~~the respective~~ Accrued Certificate Interest ~~Distribution Amount~~ thereon for such ~~Classes;~~Distribution Date; and (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to in the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificatesfollowing order or priority, in an amount up to the ~~Group 1~~ Senior Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Loan Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause : (1) ~~above have been made on such Distribution Date)~~to the Class R and Class RC Certificates, sequentially, in that order, as principal, until the ~~outstanding Certificate~~ Class Principal Balance of ~~the~~ each such Class ~~A-1 Certificates~~ has been reduced to zero; and (32) ~~third~~pro rata (based on their respective Class Principal Balances), to the ~~Holders of~~ Class 1A1 and Class 1A2 Certificates, as principal, until the Class ~~A-2 Certificates in an amount up~~ Principal Balance of each such Class has been reduced to zero; (ii) the ~~Group 1 Principal~~ Available Distribution Amount ~~and (if applicable) the~~ for Loan Group 2 ~~Principal~~ and such Distribution ~~Amount~~ Date shall be distributed in the following order of priority: (or A) first, pro rata (based on the ~~portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on~~ Accrued Certificate Interest thereon for such Distribution Date), ~~until the outstanding Certificate Balance of~~ to the Class ~~A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the~~ 2A1 and Class ~~A-3~~ 2A2 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on Accrued Certificate Interest thereon for such Distribution Date~~), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero~~; and (5B) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificatessecond, pro rata (based on their respective ~~Certificate~~ Class Principal Balances) ), to the Class 2A1 and Class 2A2 Certificates, as principal, in an amount ~~equal~~ up to the Senior Principal Distribution Amount for Loan Group 2 for such Distribution Date, until the ~~Certificate~~ Class Principal Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero;; 213742 STARM 2007-1 Master Servicing and Trust Agreement (viiii) ~~sixth, to~~ the ~~Holders~~ Available Distribution Amount for Loan Group 3 and such Distribution Date shall be distributed in the following order of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;priority: (~~vii~~A) ~~seventh~~first, to pro rata (based on the ~~Holders of the Class B Certificates, in respect of interest, up to an amount equal to the~~ Accrued Certificate Interest ~~Distribution Amount in respect of such Class of Certificates~~ thereon for such Distribution Date~~; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero~~), to the ~~Holders of the~~ Class B 3A1, Class 3A2 and Class 3A3 Certificates, Accrued Certificate Interest thereon for such Distribution Date; and (B) second, pro rata (based on their respective Class Principal Balances), in ~~reduction of the Certificate Balance thereof,~~ an amount up to ~~an amount equal to~~ the Senior Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for Loan Group 3 for such Distribution Date, as follows: (1) to the Class 3A1 and Class 3A2 certificates, sequentially, in that order, as principal, until the ~~Certificate~~ Class Principal Balance of ~~the~~ each such Class ~~B Certificates~~ has been reduced to zero;; and (ix2) ~~ninth,~~ to the ~~Holders of~~ Class 3A3 certificates, until the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Principal Balance ~~thereof, up to an amount equal to the Principal Distribution Amount (or the portion~~ thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 1 contract

Sources: Trust Agreement (STARM Mortgage Loan Trust 2007-1)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Banc of America Commercial Mortgage Inc., Series 2007-2)

Distributions. (~~a) [Reserved] (b~~i) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Pool Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Pool Distribution Amount is sufficient therefor, in the manner and ~~possible, each~~ in the order of priority ~~before making any distribution with respect to any succeeding priority: (i)~~ as follows: first, to the ~~Holders~~ Subclasses of Class A Certificates, pro rata based on their respective Class A Subclass Interest Accrual Amounts in an aggregate amount up to the sum of the Class ~~A-1~~ A Subclass Interest Accrual Amounts with respect to such Distribution Date; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class A-9 Certificates pursuant to this provision will instead be distributed in reduction of the Class A Subclass Principal Balance thereof and the Segment Principal Balance of the Scheduled Segment, in each case in accordance with Section 4.01(b); second, to the Subclasses of Class A Certificates, pro rata based on their respective Class A Subclass Unpaid Interest Shortfall, in an aggregate amount up to the sum of the Class ~~A-2 Certificates~~A Subclass Unpaid Interest Shortfall; provided that prior to the Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class ~~A-3 Certificates,~~ A-9 Certificates pursuant to this provision will instead be distributed in reduction of the Class ~~A-4~~ A Subclass Principal Balance thereof and the Segment Principal Balance of the Scheduled Segment, in each case in accordance with Section 4.01(b); third, concurrently, to the Class A Certificates (other than the Class A-AB PO Certificates, ) and the Class A-BP PO Certificates, ~~the~~ pro rata, based on their respective Class XA Non-~~A Certificates~~PO Optimal Principal Amount and Class A-PO Optimal Principal Amount, ~~the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows:~~ (A) to the Subclasses of Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A Certificates ~~and~~ (other than the Class A-AB PO Certificates), ~~from the portion of Available Funds attributable~~ in an aggregate amount up to the ~~Group 1 Assets for~~ Class A Non-PO Optimal Principal Amount, such ~~Distribution Date~~distribution to be allocated among such Subclasses in accordance with Section 4.01(b) or Section 4.01(c), ~~up to an amount equal to~~as applicable, and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the ~~Group 1~~ Class A-PO Optimal Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zeroAmount; ~~(4)~~ fourth, to the ~~Holders of the~~ Class ~~A-3 Certificates,~~ A-PO Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class A-PO Deferred Amount ~~and~~ from amounts otherwise distributable (~~if applicable~~without regard to this Paragraph fourth) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of first to the Class ~~A-3~~ B-5 Certificates ~~has been reduced~~ pursuant to ~~zero~~Paragraph twenty-second, below, second to the Class B-4 Certificates pursuant to Paragraph nineteenth, below, third to the Class B-3 Certificates pursuant to Paragraph sixteenth, below, fourth to the Class B-2 Certificates pursuant to Paragraph thirteenth, below, fifth to the Class B-1 Certificates pursuant to Paragraph tenth below, and sixth to the Class M Certificates pursuant to Paragraph seventh below; ~~(5)~~ fifth, to the ~~Holders of the~~ Class ~~A-4 Certificates,~~ M Certificates in an amount up to the ~~Group 1 Principal Distribution~~ Class M Interest Accrual Amount ~~and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on~~ with respect to such Distribution Date~~), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero~~; ~~and (6)~~ sixth, to the ~~Holders of the~~ Class ~~A-AB Certificates,~~ M Certificates in an amount up to the ~~Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Class M Unpaid Interest Shortfall; seventh, ~~(2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard~~ to the Class ~~A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates,~~ M Certificates in an amount up to the ~~Group 2~~ Class M Optimal Principal ~~Distribution~~ Amount; provided, however, that the amount distributable to the Class M Certificates pursuant to this Paragraph seventh will be reduced by the amount, if any, that would have been distributable to the Class M Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eighth, to the Class B-1 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution ~~Date and~~Date; ninth, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; tenth, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Paragraph tenth will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eleventh, to the Class B-2 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; twelfth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; thirteenth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Paragraph thirteenth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; fourteenth, to the Class B-3 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; fifteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; sixteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Paragraph sixteenth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; seventeenth, to the Class B-4 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; eighteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; nineteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Paragraph nineteenth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; twentieth, to the Class B-5 Certificates in an amount up to the Class B Subclass Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; twenty-first, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; twenty-second, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Paragraph twenty-second will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; and twenty-third, to the Holder of the Class A-R Certificate, any amounts remaining in the Upper-Tier Certificate Account, and to the Holder of the Class A-LR Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the ~~Certificate Balances~~ Principal Balance or notional amount of any Class or Subclass (other than the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and~~ Class A-~~AB Certificates have~~ R or Class A-LR Certificates) has been reduced to zero, ~~the Group 1 Principal~~ such Class or Subclass will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). In addition, Net Foreclosure Profits, if any, with respect to such Distribution ~~Amount remaining after payments~~ Date minus any portion thereof payable to a Servicer pursuant to Section 3.02(ix) hereof shall be distributed to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance~~ Holder of the Class A-~~BP Certificates has been reduced~~ LR Certificate. With respect to ~~zero; and (II) on or after the Cross-Over~~ any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class B Subclass will be allocated pro rata based on principal balance among the Class ~~A-1,~~ A Certificates (other than the Class ~~A-2, Class A-3, Class A-4~~A-5, Class A-AB WIO and Class A-BP PO Certificates), the Class M Certificates and any Class B Subclass with a lower numerical designation and the amount of the Principal Adjustment, if any, attributable to the Class M Certificates will be allocated to the Subclasses of Class A Certificates (other than the Class A-5, Class A-WIO and Class A-PO Certificates) pro rata (based on the Class A Subclass Principal Balances. (ii) Distributions on the Uncertificated Lower-Tier Interests. On each Distribution Date, each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal in an amount equal to the amount of principal distributed to its respective Corresponding Upper-Tier Class or Classes as provided herein. On each Distribution Date, each Uncertificated Lower-Tier Interest (other than the class A-L1, Class A-L2, Class A-L3 and Class A-L4 Interests) shall receive distributions in respect of interest (or, in the case of the Class A-L9 Interest, as described below, shall have such amounts added to their ~~respective Certificate Balances~~principal balances) in an amount equal to the ~~Principal Distribution~~ (i) Class A Subclass Interest Accrual Amount ~~for such Distribution Date~~and Class A Subclass Unpaid Interest Shortfall, ~~until~~ (ii) Class M Interest Accrual Amount and Class M Unpaid Interest Shortfall or (iii) Class B Subclass Interest Accrual Amount and Class B Subclass Unpaid Interest Shortfall, as the ~~Certificate Balance~~ case may be, in respect of its Corresponding Upper-Tier Class or Classes, in each case to the extent actually distributed (or, in the case of the Class ~~A-1~~A-9 Certificates, added to their Class ~~A-2, Class A-3, Class A-4,~~ A Subclass Principal Balance) thereon. The Class A-AB L1 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-1 Certificates and (ii) an amount equal to the product of the Class A-L1 Interest Fraction and the amount of interest distributed on the Class A-5 Certificates. The Class A-L2 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-2 Certificates and (ii) an amount equal to the product of the Class A-L2 Interest Fraction and the amount of interest distributed on the Class A-5 Certificates. The Class A-L3 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed in the Class A-3 Certificates and (ii) an amount equal to the product of the Class A-L3 Interest Fraction and the amount of interest distributed on the Class A-5 Certificates. The Class A-L4 Interest shall receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest distributed on the Class A-L4 Certificates and (ii) an amount equal to the product of the Class A-L4 Interest Fraction and the amount of interest distributed on the Class A-5 Certificates. Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution Amount." As of any date, the principal balance of each Uncertificated Lower-Tier Interest (other than the Class A-LIO Interest) equals the Class A Subclass Principal Balances, Class M Principal Balance or Class B Subclass Principal Balances, as the case may be, of the respective Corresponding Upper-Tier Class or Classes. The Class A-LIO Interest has no principal balance. The notional amount of the Class A-LIO Interest equals the notional amount of its Corresponding Upper-Tier Class or Classes. The initial principal balance of each Uncertificated Lower-Tier Interest (other than the Class A-LIO Interest) equals the Original Class A Subclass Principal Balances, Original Class M Principal Balance, Original Class B-1 Principal Balance, Original Class B-2 Principal Balance, Original Class B-3 Principal Balance, Original Class B-4 Principal Balance or Original Class B-5 Principal Balance as the case may be, of the respective Corresponding Upper-Tier Class or Classes. The initial notional amount of the Class A-LIO Interest equals the initial notional amount of its Corresponding Upper-Tier Class or Classes. The pass-through rate with respect to each Uncertificated Lower-Tier Interest (other than the Class A-LIO Interest and Class A-~~BP Certificates~~ LPO Interest) shall be 7.250% per annum. Prior to the Accretion Termination Date, interest will accrue in respect of the Class A-L9 Interest and will be added to the principal balance thereof to the same extent that interest accrues and is ~~reduced~~ added to ~~zero, without regard~~ the Class A Subclass Principal Balance of the Class A-9 Certificates. The pass-through rate with respect to the Class A-~~AB Scheduled Principal Balance or Asset Groups;~~LIO Interest shall be the Class A-WIO Pass-Through Rate. The Class A-LPO Interest is a principal-only interest and is not entitled to distributions of interest. Any Non-Supported Interest Shortfalls will be allocated to each Uncertificated Lower-Tier Interest in the same relative proportions as interest is allocated to such Uncertificated Lower-Tier Interest. (~~iii~~b) ~~third,~~ The Class A-5 and Class A-WIO Certificates are interest-only Certificates and are not entitled to distributions in respect of principal. On each Distribution Date occurring prior to the ~~Holders of~~ Cross-Over Date, any principal payments allocated to the PAC Segment will be paid to the Class ~~A-1~~ A-6, Class A-7 and Class A-8 Certificates as follows: first, concurrently, 34.1396899601% to the Class A-6 Certificates, 18.0814145834% to the Class A-7 Certificates and 47.7788954565% to the Class A-8 Certificates until the Class A-6 Certificates, the Class ~~A-2~~ A-7 Certificates and the Class A-8 Certificates have received with respect to such Distribution Date and all prior Distribution Dates an amount equal to $8,261,805, $4,375,702 and $11,562,493, respectively, pursuant to this clause first; and second, concurrently, 31.▇▇▇▇▇▇▇▇▇▇% to the Class A-6 Certificates, 16.9356352357% to the Class A-7 Certificates and 51.7926244079% to the Class A-8 Certificates until the Class A-6 Certificates, the Class ~~A-3~~ A-7 Certificates and the Class A-8 Certificates have received with respect to such Distribution Date and all prior Distribution Dates an amount equal to $2,772,553, $1,501,513 and $4,591,934, respectively, pursuant to this clause second. On each Distribution Date occurring prior to the Cross-Over Date, any principal payments allocated to the Scheduled Segment will be paid to the Class A-6, Class A-7 and Class A-8 Certificates as follows: first, concurrently, 20.4838139790% to the Class A-6 Certificates, 12.6257323905% to the Class A-7 Certificates and 66.8904536305% to the Class A-8 Certificates until the Class A-6 Certificates, the Class ~~A-4~~ A-7 Certificates and the Class A-8 Certificates have received with respect to such Distribution Date and all prior Distribution Dates an amount equal to $14,137,519, $8,714,028 and $46,166,453, respectively, pursuant to this clause first; and second, concurrently, 8.2067851051% to the Class A-6 Certificates, 7.7209157599% to the Class A-7 Certificates and 84.0722991351% to the Class A-8 Certificates until the Class A-6 Certificates, the Class ~~A-AB~~ A-7 Certificates and the Class ~~A-BP Certificates~~A-8 Certificates have received with respect to such Distribution Date and all prior Distribution Dates an amount equal to $5,749,124, ~~first up~~ $5,408,756 and $58,895,420, respectively, pursuant to this clause second. On each Distribution Date occurring prior to the Accretion Termination Date, an amount equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class)~~Class A-9 Accrual Distribution Amount, ~~then interest on that amount at the Pass-Through Rate~~ if any, for such ~~Class compounded monthly from the date the related Realized Loss was~~ Distribution Date will be allocated ~~to such Class; (iv) fourth~~as follows: first, to the ~~Holders of the Class A-S Certificates, in respect of interest,~~ Scheduled Segment up to ~~an amount equal to~~ the ~~Interest Distribution~~ Scheduled Segment Principal Amount ~~in respect of such Class of Certificates~~ for such Distribution ~~Date; (v) fifth~~Date and second, ~~after the Certificate Balances of~~ to the Class ~~A-1 Certificates,~~ A-9 Certificates until the Class ~~A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have~~ A Subclass Principal Balance thereof has been reduced to zero, . On each Distribution Date occurring prior to the ~~Holders of~~ Cross-Over Date, the Class AA Non-~~S Certificates~~ PO Principal Distribution Amount (other than the Class A-9 Accrual Distribution Amount) will be allocated among and distributed in reduction of the ~~Certificate Balance thereof, up to an amount equal to the~~ Class A Subclass Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect~~ Balances of the Subclasses of Class ~~▇-▇, ▇▇▇▇▇ ▇-▇,~~ A Certificates (other than the Class ~~A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate~~ A Subclass Principal Balance of the Class A-S PO Certificates) as follows: first, to the Class A-11 Certificates up to the Class A-11 Priority Amount; second, concurrently, to the Class A-R and Class A-LR Certificates, pro rata, until the Class A Subclass Principal Balance of each such Subclass has been reduced to zero~~; (vi) sixth~~; third, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interestPAC Segment, up to ~~an amount equal to~~ the ~~Interest Distribution~~ PAC Segment Principal Amount ~~in respect of such Class of Certificates~~ for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tsuch

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Norwest Asset Sec Corp Mort Pass THR Cert Ser 1997-14 Trust)

Distributions. (a) ~~[Reserved] (b~~Amounts allocated to a Class of Exchangeable REMIC Certificates pursuant to Section 4.01(a)(i) will be calculated assuming no exchanges have ever occurred. Exchangeable Certificates will receive distributions in accordance with Section 4.01(g) and will not be allocated amounts under Section 4.01(a)(i). On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Group I Pool Distribution Amount ~~from the Lower-Tier REMIC~~ and Group II Pool Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Amount will be applied in the following ~~order of priority~~amounts, ~~satisfying in full~~to Group I and Group II, respectively, to the extent ~~required~~ the Group I Pool Distribution Amount and ~~possible~~Group II Pool Distribution Amount are sufficient therefor, ~~each~~ in the manner and in the order of priority ~~before making any distribution with respect to any succeeding priority~~as follows: (i) ~~first,~~ with respect to the ~~Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ Group I-A Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X~~and Group II-A Certificates, from the ~~Class X-BP Certificates~~ Group I Pool Distribution Amount and ~~the Class X-B Certificates~~Group II Pool Distribution Amount, ~~in respect of interest, concurrently~~respectively, as follows: : first, (A) to the ~~Class A-1~~ Classes of Group I-A Certificates, ~~Class A-2 Certificates~~pro rata, ~~Class A-3 Certificates~~based upon their respective Interest Accrual Amounts, ~~Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ in an aggregate amount up to the Group ~~1 Assets for~~ I-A Interest Accrual Amount with respect to such Distribution Date~~, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ ; or (B) to the ~~Class A-BP Certificate, from the portion~~ Classes of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset~~ Group ~~2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X~~II-A Certificates, ~~Class X-BP Certificates and Class X-B Certificates~~pro rata, ~~from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the~~ based upon their respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB CertificatesAccrual Amounts, in an aggregate amount up to the Group ~~1 Principal Distribution~~ II-A Interest Accrual Amount ~~for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced~~ with respect to ~~zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on~~ such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the ~~following priority:~~ Aggregate Group I-A Unpaid Interest Shortfall; or (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) ~~first,~~ to the ~~Holders~~ Classes of Group I-A Certificates (other than the Class I-A-AB PO Certificates), in an aggregate amount up to the Group 1 I-A Non-PO Optimal Principal ~~Distribution Amount~~ Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and (~~if applicable~~2) ~~the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ to the Class I-A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 PO Certificates in an amount up to the Class I-A-PO Optimal Principal Amount; or (B) concurrently, to the Group 1 II-A Certificates, pro rata, based on their respective Group II-A Non-PO Optimal Principal ~~Distribution~~ Amount and ~~(if applicable) the Group 2~~ Class II-A-PO Optimal Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses~~ Amount, (1) to the Classes of Group II-A Certificates (other than the Class II-A-PO Certificates), in an aggregate amount up to the Group II-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) ~~above have been made on such Distribution Date), until the outstanding Certificate Balance of~~ to the Class ~~A-2~~ II-A-PO Certificates ~~has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates,~~ in an amount up to the ~~Group 1~~ Class II-A-PO Optimal Principal ~~Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Amount; fourth, (2A) ~~and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of~~ to the Class ~~A-3~~ I-A-PO Certificates ~~has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates,~~ in an amount up to the ~~Group 1 Principal Distribution~~ Class I-A-PO Deferred Amount ~~and~~ from amounts otherwise distributable (~~if applicable~~without regard to this clause (i) ~~the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3~~Paragraph fourth) ~~and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of~~ first to the Class ~~A-4~~ I-B-6 Certificates ~~has been reduced~~ pursuant to ~~zero; and~~ clause (6ii) ~~sixth~~Paragraph eighteenth, below, second to the ~~Holders of~~ Class I-B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class I-B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class I-B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class I-B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class I-B-1 Certificates pursuant to clause (ii) Paragraph third below; or (B) to the Class II-A-~~AB Certificates,~~ PO Certificates in an amount up to the Class II-A-PO Deferred Amount from amounts otherwise distributable (without regard to this clause (i) Paragraph fourth) first to the Class II-B-6 Certificates pursuant to clause (ii) Paragraph eighteenth, below, second to the Class II-B-5 Certificates pursuant to clause (ii) Paragraph fifteenth, below, third to the Class II-B-4 Certificates pursuant to clause (ii) Paragraph twelfth, below, fourth to the Class II-B-3 Certificates pursuant to clause (ii) Paragraph ninth, below, fifth to the Class II-B-2 Certificates pursuant to clause (ii) Paragraph sixth below, and sixth to the Class II-B-1 Certificates pursuant to clause (ii) Paragraph third below; (ii) to the Group ~~1 Principal~~ I-B Certificates and Group II-B Certificates, respectively, from the Group I Pool Distribution Amount and ~~(if applicable) the~~ Group ~~2 Principal~~ II Pool Distribution ~~Amount (or the portion thereof remaining after any distributions specified in subclauses (1)~~Amount, respectively, as follows: first, (~~2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class~~ A~~-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b~~) to the Class AI-~~BP Certificates,~~ B-1 Certificates in an amount up to the ~~Group 2 Principal Distribution~~ Interest Accrual Amount for the Class I-B-1 Certificates with respect to such Distribution Date ~~and~~or (B) to the Class II-B-1 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-1 Certificates with respect to such Distribution Date; second, (A) to the Class I-B-1 Certificates in an amount up to the Class I-B-1 Unpaid Interest Shortfall or (B) to the Class II-B-1 Certificates in an amount up to the Class II-B-1 Unpaid Interest Shortfall; third, (A) to the Class I-B-1 Certificates in an amount up to the Class I-B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class I-B-1 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-1 Certificates in an amount up to the Class II-B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-1 Certificates pursuant to this clause (ii) Paragraph third will be reduced by the amount, if any, that would have been distributable to the Class II-B-1 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; fourth, (A) to the Class I-B-2 Certificates in an amount up to the Interest Accrual Amount for the Class I-B-2 Certificates with respect to such Distribution Date or (B) to the Class II-B-2 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-2 Certificates with respect to such Distribution Date; fifth, (A) to the Class I-B-2 Certificates in an amount up to the Class I-B-2 Unpaid Interest Shortfall or (B) to the Class II-B-2 Certificates in an amount up to the Class II-B-2 Unpaid Interest Shortfall; sixth, (A) to the Class I-B-2 Certificates in an amount up to the Class I-B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class I-B-2 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-2 Certificates in an amount up to the Class II-B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-2 Certificates pursuant to this clause (ii) Paragraph sixth will be reduced by the amount, if any, that would have been distributable to the Class II-B-2 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; seventh, (A) to the Class I-B-3 Certificates in an amount up to the Interest Accrual Amount for the Class I-B-3 Certificates with respect to such Distribution Date or (B) to the Class II-B-3 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-3 Certificates with respect to such Distribution Date; eighth, (A) to the Class I-B-3 Certificates in an amount up to the Class I-B-3 Unpaid Interest Shortfall or (B) to the Class II-B-3 Certificates in an amount up to the Class II-B-3 Unpaid Interest Shortfall; ninth, (A) to the Class I-B-3 Certificates in an amount up to the Class I-B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class I-B-3 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-3 Certificates in an amount up to the Class II-B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-3 Certificates pursuant to this clause (ii) Paragraph ninth will be reduced by the amount, if any, that would have been distributable to the Class II-B-3 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; tenth, (A) to the Class I-B-4 Certificates in an amount up to the Interest Accrual Amount for the Class I-B-4 Certificates with respect to such Distribution Date or (B) to the Class II-B-4 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-4 Certificates with respect to such Distribution Date; eleventh, (A) to the Class I-B-4 Certificates in an amount up to the Class I-B-4 Unpaid Interest Shortfall or (B) to the Class II-B-4 Certificates in an amount up to the Class II-B-4 Unpaid Interest Shortfall; twelfth, (A) to the Class I-B-4 Certificates in an amount up to the Class I-B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class I-B-4 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-4 Certificates in an amount up to the Class II-B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-4 Certificates pursuant to this clause (ii) Paragraph twelfth will be reduced by the amount, if any, that would have been distributable to the Class II-B-4 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; thirteenth, (A) to the Class I-B-5 Certificates in an amount up to the Interest Accrual Amount for the Class I-B-5 Certificates with respect to such Distribution Date or (B) to the Class II-B-5 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-5 Certificates with respect to such Distribution Date; fourteenth, (A) to the Class I-B-5 Certificates in an amount up to the Class I-B-5 Unpaid Interest Shortfall or (B) to the Class II-B-5 Certificates in an amount up to the Class II-B-5 Unpaid Interest Shortfall; fifteenth, (A) to the Class I-B-5 Certificates in an amount up to the Class I-B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class I-B-5 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-5 Certificates in an amount up to the Class II-B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-5 Certificates pursuant to this clause (ii) Paragraph fifteenth will be reduced by the amount, if any, that would have been distributable to the Class II-B-5 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; sixteenth, (A) to the Class I-B-6 Certificates in an amount up to the Interest Accrual Amount for the Class I-B-6 Certificates with respect to such Distribution Date or (B) to the Class II-B-6 Certificates in an amount up to the Interest Accrual Amount for the Class II-B-6 Certificates with respect to such Distribution Date; seventeenth, (A) to the Class I-B-6 Certificates in an amount up to the Class I-B-6 Unpaid Interest Shortfall or (B) to the Class II-B-6 Certificates in an amount up to the Class II-B-6 Unpaid Interest Shortfall; eighteenth, (A) to the Class I-B-6 Certificates in an amount up to the Class I-B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class I-B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class I-B-6 Certificates hereunder used to pay the Class I-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (A) above or (B) to the Class II-B-6 Certificates in an amount up to the Class II-B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class II-B-6 Certificates pursuant to this clause (ii) Paragraph eighteenth will be reduced by the amount, if any, that would have been distributable to the Class II-B-6 Certificates hereunder used to pay the Class II-A-PO Deferred Amounts as provided in clause (i) Paragraph fourth (B) above; and nineteenth, to the Holder of the Class I-A-R Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the ~~Certificate Balances~~ Principal Balance of ~~the~~ any Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have~~ has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates of a Group 1 will be allocated to the Classes of Class A Non-PO Certificates of such Group and any Class of Class B Certificates of such Group with a lower numerical designation pro rata based on their outstanding Principal Balances. On each Distribution Date, any Reimbursement Amount shall be allocated sequentially to the related Classes of Certificates (other than Exchangeable Certificates) then outstanding which bore the loss to which such Reimbursement Amount relates beginning with the most senior of such Class of Certificates, up to, with respect to each Class, the amount of loss borne by such Class. Any amount allocated to a Class shall be distributed to such Class subject to Section 4.01(g). Any Reimbursement Amount remaining after ~~payments to~~ the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until~~ application described in the ~~Certificate Balance of~~ preceding sentence shall be included in the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Group I Pool Distribution Amount ~~for such~~ or Group II Pool Distribution ~~Date~~Amount, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups;as applicable. (iii) ~~third, to the Holders of the Class A-1 Certificates~~For Federal tax purposes, the Class ~~A-2 Certificates~~I-A-1 Certificates will consist of six components: Component I-2F, Component I-2S, Component I-3F, Component I-3S, Component I-4F and Component I-4S (collectively, the "Class ~~A-3 Certificates~~I-A-1 Tax Components"). Allocations of principal and interest, Realized Losses, Recoveries, Reimbursement Amounts, Non-Supported Interest Shortfalls and Relief Act Shortfalls with respect to the Class ~~A-4 Certificates,~~ I-A-1 Certificates will be allocated to the Class AI-~~AB Certificates~~ A-1 Tax Components, pro rata. The pass-through rate on Component I-2F, Component I-3F and Component I-4F will be the Class AI-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the A-5 Pass-Through ~~Rate for such~~ Rate. The pass-through rate on Component I-2S, Component I-3S and Component I-4S will be the Class ~~compounded monthly from~~ I-A-6 Pass-Through Rate. The Class I-A-1 Tax Components will have the ~~date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders~~ following initial principal balances: Component I-2F $494,881,714.28 Component I-2S $82,480,285.72 Component I-3F $13,889,142.86 Component I-3S $2,314,857.14 Component I-4F $127,193,142.86 Component I-4S $21,198,857.14 Ownership of the ~~Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class~~ various Classes of Certificates ~~for such Distribution Date; (v) fifth, after the Certificate Balances~~ will represent ownership of the following Class I-A-1 ~~Certificates~~Tax Components: Class I-A-1 Components I-2F, I-2S, I-3F, I-3S, I-4F and I-4S Class I-A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class Componen▇▇ ▇-▇~~, ▇▇~~▇ ▇▇▇ ▇-▇▇ ▇▇ass I-A-3 Components I-3F and I-3S Class I-A-4 Components I-4F and I-4S Class I-A-5 Components I-2F, I-3F and I-4F Class ~~A-3~~I-A-6 Compone▇▇▇ ▇-▇▇, ~~Class A-4, Class A~~▇-~~AB and Class A~~▇▇ ▇▇▇ ▇-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates▇▇ For Federal tax purposes, the Class ~~B Certificates~~II-A-1 Certificates will consist of six components: Component II-2F, Component II-2S, Component II-3F, Component II-3S, Component II-4F and Component II-4S (collectively, the "Class ~~C Certificates~~ II-A-1 Tax Components"). Allocations of principal and ~~Class D Certificates have been reduced to zero~~interest, Realized Losses, Recoveries, Reimbursement Amounts, Non-Supported Interest Shortfalls and Relief Act Shortfalls with respect to the ~~Holders of~~ Class II-A-1 Certificates will be allocated to the Class EII-~~RR Certificates~~A-1 Tax Components, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made pro rata. The pass-through rate on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tComponent II-2F

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2007-16 Trust)

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Trustee shall withdraw the Available Funds from the Certificate Account and shall make distributions to Holders of the Certificates as of the preceding Record Date in the following order of priority, to the extent of the remaining Available Funds: (i) to each Class of Senior Certificates (other than any Class of Principal Only Certificates) and the Class S Certificates, the Accrued Certificate Interest thereon for such Distribution Date; provided, however, that any Accrued Certificate Interest on the Class A9 Certificates for such Distribution Date shall be applied in the manner provided in Section 4.01(g); and provided, further, that any shortfall in available amounts shall be allocated among such Classes in proportion to the amount of Accrued Certificate Interest that would otherwise be distributable thereto; (ii) to each Class of Senior Certificates (other than any Class of Principal Only Certificates) and the Class S Certificates, any related Unpaid Class Interest Shortfall for such Distribution Date; provided, however, that any Unpaid Class Interest Shortfall on the Class A9 Certificates for such Distribution Date shall be applied in the manner provided in Section 4.01(g); and provided, further, that any shortfall in available amounts shall be allocated among such Classes in proportion to the Unpaid Class Interest Shortfall for each such Class on such Distribution Date; (iii) to the Classes of Senior Certificates entitled to distributions of principal, in reduction of the Class Certificate Principal Balances thereof, as set forth in the Senior Principal Priorities hereto; provided, however, that defined terms used in the Senior Principal Priorities shall have the meanings assigned thereto in Article I hereof; (iv) to the Class PO Certificates, any Class PO Deferred Amount for such Distribution Date, up to an amount not to exceed the Junior Optimal Principal Amount for such Distribution Date, until the Class Certificate Principal Balance of such Class has been reduced to zero; provided, that any such amounts distributed to the Class PO Certificates pursuant to this clause (iv) shall not reduce the Class Certificate Principal Balance thereof; (v) to the Class M Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (vi) to the Class M Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (vii) to the Class M Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date; (viii) to the Class B1 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (ix) to the Class B1 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (x) to the Class B1 Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date; (xi) to the Class B2 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (xii) to the Class B2 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (xiii) to the Class B2 Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date; (xiv) to the Class B3 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (xv) to the Class B3 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (xvi) to the Class B3 Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date; (xvii) to the Class B4 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (xviii) to the Class B4 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (xix) to the Class B4 Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date; (xx) to the Class B5 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (xxi) to the Class B5 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; and (xxii) to the Class B5 Certificates, in reduction of the Class Certificate Principal Balance thereof, such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date. Notwithstanding the foregoing, amounts otherwise distributable pursuant to clauses (vii), (x), (xiii), (xvi), (xix) and (xxii) on any Distribution Date shall be reduced, in inverse order of priority, by any amount distributed pursuant to clause (iv) on such date, such that such amount distributed pursuant to clause (iv) on such date shall be applied first to reduce the amount distributable pursuant to clause (xxii), and then, to the extent of any excess, applied second, to reduce the amount distributable pursuant to clause (xix), third, to reduce the amount distributable pursuant to clause (xvi), fourth, to reduce the amount distributable pursuant to clause (xiii), fifth, to reduce the amount distributable pursuant to clause (x) and sixth, to reduce the amount distributable pursuant to clause (vii). (b) On each Distribution Date, the Trustee shall distribute to the ~~extent~~ holder of the Class R Certificate any remaining Available Funds for such Distribution ~~Date~~Date after application of all amounts described in clause (a) of this Section 4.01, together with any Unanticipated Recoveries received by the ~~Certificate Administrator shall be deemed to transfer~~ Company in the ~~Lower-Tier~~ calendar month preceding the month of such Distribution ~~Amount from the Lower-Tier REMIC~~ Date and not distributed on such Distribution ~~Account~~ Date to the ~~Upper-Tier REMIC Distribution Account in the~~ holders of outstanding Certificates of any other Class pursuant to Section 4.01(f), plus any amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full, distributable to the ~~extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders~~ holder of the Class ~~A-1 Certificates~~R Certificate pursuant to Sections 4.01(e) and 4.10(e). Any distributions pursuant to this subsection (b) shall not reduce the Class Certificate Principal Balance of the Class R Certificate. (c) If on any Distribution Date the Class Certificate Principal Balances of the Junior Certificates have each been reduced to zero, the ~~Class A-2 Certificates,~~ amount distributable to the Senior Certificates other than the Class ~~A-3 Certificates, the Class A-4~~ PO Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A~~pursuant to Section 4.01(a)(iii) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution ~~Date, up to an amount equal to,~~ Date and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such each succeeding Distribution Date shall be allocated among ~~all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for~~ such Classes of Senior Certificates, ~~without regard~~ pro rata, on the basis of their respective Class Certificate Principal Balances immediately prior to ~~Asset Groups~~such Distribution Date, regardless of the priorities and amounts set forth in Section 4.01(a)(iii). (iid) ~~second, to~~ If on any Distribution Date (i) the ~~Holders~~ Class Certificate Principal Balance of the Class ~~A-1 Certificates~~M Certificates or any Class of Class B Certificates for which the related Prepayment Distribution Trigger was satisfied on such Distribution Date is reduced to zero and (ii) amounts distributable pursuant to clauses (ii), (iv) and (v) of the ~~Class A-2 Certificates~~Junior Optimal Principal Amount remain undistributed on such Distribution Date after all amounts otherwise distributable on such date pursuant to clauses (iv) through (xxii) of Section 4.01(a) have been distributed, such amounts shall be distributed on such Distribution Date to the ~~Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP~~ remaining Classes of Junior Certificates in ~~reduction~~ order of ~~the Certificate Balances thereof:~~ priority, such that no such distribution shall be made to any Class of Junior Certificates while a prior such Class is outstanding. (Ii) On each Distribution Date prior to the Cross-Over Date, distributions in reduction of the Class Certificate Principal Balances of any Designated Retail Certificates will be made in accordance with the provisions of Section 4.10. With respect to any Class of Designated Retail Certificates, upon the earliest of (A) the Cross-Over Date, (B) the next Distribution Date after the Distribution Date on which the principal portion of any Realized Loss is allocated to such Class of Designated Retail Certificates and (aC) the next Distribution Date after the Distribution Date on which the Class Certificate Principal Balance of such Class of Designated Retail Certificates has been reduced to zero, (x) to the extent the balance of funds remaining in the related Rounding Account is less than $999.99, the balance in such Rounding Account shall be restored to $999.99 (or, if less, the sum of such remaining balance and the amount so distributable) from Available Funds otherwise available for distribution on all outstanding Classes of Certificates and (y) such Rounding Account shall be cleared and terminated, and the amounts therein shall be distributed to the Class ~~A-1~~ R Certificates on such date (which distribution shall not reduce the Class Certificate Principal Balance thereof) (ii) As provided in Section 4.10(f), notwithstanding any provisions herein to the contrary, on the earlier to occur of the Cross-Over Date and the next Distribution Date after the Distribution Date on which the principal portion of any Realized Loss is allocated to any Class of Designated Retail Certificates, and on each subsequent Distribution Date, distributions in reduction of the Class ~~A-2~~ Certificate Principal Balances of any Class of Designated Retail Certificates shall be made on a pro rata basis among the outstanding Certificates of the respective Class, based on the Percentage Interest in each such Class represented by each Certificate. The Trustee shall notify the Depository prior to the first Distribution Date on which distributions in respect of principal on any Class of Designated Retail Certificates are to be made on a pro rata basis in accordance with the preceding sentence. On the earlier to occur of the Cross-Over Date and the next Distribution Date after the Distribution Date on which the principal portion of any Realized Loss is allocated to any Class of Designated Retail Certificates, and on each subsequent Distribution Date, the Trustee shall not, and the Depository is not authorized to, make distributions or payments in respect of any Class ~~A-3 Certificates~~of Designated Retail Certificates in accordance with any Principal Distribution Request or by Random Lot. (f) In the event that in any calendar month the Company recovers an amount (an "Unanticipated Recovery") in respect of principal of a Mortgage Loan which had previously been allocated as a Realized Loss to any Class of Certificates pursuant to Section 4.03, on the Distribution Date in the next succeeding calendar month the Trustee shall withdraw from the Certificate Account and distribute to the holders of each outstanding Class ~~A-4 Certificates and Class A-AB Certificates,~~ to which such Realized Loss had previously been allocated its share (determined as described in the succeeding paragraph) of such Unanticipated Recovery in an amount up not to exceed the ~~Group 1~~ amount of such Realized Loss previously allocated to such Class. When the Class Certificate Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the~~ a Class ~~A-BP~~ of Certificates has been reduced to zero, the ~~Group 2~~ holders of such Class shall not be entitled to any share of an Unanticipated Recovery, and such Unanticipated Recovery shall be allocated among all outstanding Classes of Certificates entitled thereto in accordance with the preceding sentence, subject to the remainder of this subsection (f). In the event that (i) any Unanticipated Recovery remains undistributed in accordance with the preceding sentence or (ii) the amount of an Unanticipated Recovery exceeds the amount of the Realized Loss previously allocated to any outstanding Classes with respect to the related Mortgage Loan, on the applicable Distribution Date the Trustee shall distribute to the holders of all outstanding Classes of the related Certificates to which Realized Losses had previously been allocated and not reimbursed their pro rata share (determined as described below) of such excess in an amount not to exceed the aggregate amount of any Realized Loss previously allocated to such Class with respect to any other Mortgage Loan that has not been recovered in accordance with this subsection (f). Any distributions made pursuant to this subsection (f) shall not reduce the Class Certificate Principal ~~Distribution Amount remaining after payments~~ Balance of the related Certificate. For purposes of the preceding paragraph, the share of an Unanticipated Recovery allocable to any Class of Certificates with respect to a Mortgage Loan shall be (i) with respect to the Class APO Certificates, based on the applicable PO Percentage of the principal portion of the Realized Loss previously allocated thereto with respect to such Mortgage Loan (or all Mortgage Loans for purposes of the next to last sentence of the preceding paragraph), and (ii) with respect to any other Class of Certificates, based on its pro rata share (in proportion to the Class Certificate Principal Balances thereof with respect to such Distribution Date) of the applicable Non-BP PO Percentage of the principal portion of any such Realized Loss previously allocated with respect to such Mortgage Loan (or Loans); provided, however, that (i) the share of an Unanticipated Recovery allocable to a Class PO Certificate with respect to any Mortgage Loan (or Loans) shall be reduced by the aggregate amount previously distributed to such Class on account of the applicable Class PO Deferred Amount in respect of such Mortgage Loan (or Loans) and (ii) the amount by which the distributions to the Class PO Certificates have been ~~made~~ so reduced shall be distributed to the Classes of Certificates described in clause (ii) of the preceding paragraph in the same proportion as described in such clause (ii). For purposes of the preceding sentence, any Class PO Deferred Amount distributed to a Class PO Certificate on previous Distribution Dates shall be deemed to have been allocated in respect of the Mortgage Loans as to which the applicable PO Percentage of the principal portion of Realized Losses has previously been allocated to such Class on a pro rata basis (based on the amount of Realized Losses so allocated). (g) On each Distribution Date through the Accretion Termination Date, amounts allocable to the Class A9 Certificates pursuant to clauses (a)(i) and (a)(ii) of this Section 4.01 shall not be distributable to the Class A9 Certificates pursuant to such clauses but shall instead be (i) added to the Class Certificate Principal Balance thereof to the extent of the Accrual Amount for such Class for such Distribution Date, and (ii) distributed to the following Classes of Certificates, in reduction of the Class Certificate Principal Balances thereof, before any distributions are made pursuant to Section 4.01(a)(iii), in the following order of priority: ~~(1)~~ first, to the ~~Holders of the~~ Class ~~A-AB~~ A8 Certificates~~, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount~~, until the ~~outstanding~~ Class Certificate ~~Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and ~~(6) sixth~~second, to the ~~Holders of the~~ Class ~~A-AB~~ A9 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the ~~outstanding~~ Class Certificate ~~Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled~~ Principal ~~Balance,~~ Balance thereof has been reduced to zero~~; and (b)~~ . On each Distribution Date occurring after the Accretion Termination Date, amounts allocable to the Class ~~A-BP Certificates, in an amount up~~ A9 Certificates pursuant to ~~the Group 2 Principal Distribution Amount for~~ clauses (a)(i) and (a)(ii) of this Section 4.01 shall be distributable on such Distribution Date ~~and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced~~ pursuant to ~~zero, the Group 1 Principal Distribution Amount remaining after payments~~ such clauses to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class ~~A-1 Certificates~~A9 Certificates as Accrued Certificate Interest or Unpaid Class Interest Shortfall, as the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tcase may be.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Ge Capital Mortgage Services Inc 2000-1 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of the Available~~ Interest Funds for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ allocated by the ~~Lower-Tier Distribution Amount~~ Trustee from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~until such Interest Funds have been fully disbursed: (i) ~~first~~concurrently, (A) from the Interest Funds for Loan Group 1 and Loan Group 2, to ~~the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates~~ the Class A-AB IO Certificates, the Current Interest and any Interest Carry Forward Amount for such Class, with such amount paid to the Class A-BP IO Certificates to be allocated to the Interest Funds for Loan Group 1 and Loan Group 2 pro rata, based on the related Interest Funds for the Mortgage Loans in that Loan Group less amounts payable from such Loan Group to the Class 1-A Certificates and Class 2-A Certificates, respectively, as provided in clauses (B) and (C) below, in each case calculated without regard to this clause (A); (B) from the Interest Funds for Loan Group 1 (and after the distribution of Interest Funds from Loan Group 2 as provided in clauses (A) above and (C) below, from Interest Funds for Loan Group 2), to the Class X1-A Certificates, the Class X1-~~BP Certificates~~ A Current Interest and any Class 1-A Interest Carry Forward Amount, and (C) from the Interest Funds for Loan Group 2 (and after the distribution of Interest Funds from Loan Group 1 as provided in clauses (A) and (B) above, from Interest Funds for Loan Group 1), to the Class X2-A Certificates, the Current Interest and any Interest Carry Forward Amount; (ii) from Interest Funds for both Loan Groups, to the Class M-1 Certificates, the Current Interest for such Class; (iii) from the Interest Funds for both Loan Groups to the Class M-2 Certificates, the Current Interest for such Class; (iv) from the Interest Funds for both Loan Groups to the Class M-3 Certificates, the Current Interest for such Class; (v) from the Interest Funds for both Loan Groups to the Class M-4 Certificates, the Current Interest for such Class; (vi) from the Interest Funds for both Loan Groups to the Class M-5 Certificates, the Current Interest for such Class; (vii) from the Interest Funds for both Loan Groups to the Class M-6 Certificates, the Current Interest for such Class; (viii) from the Interest Funds for both Loan Groups to the Class M-7 Certificates, the Current Interest for such Class; (ix) from the Interest Funds for both Loan Groups to the Class M-8 Certificates, the Current Interest for such Class; (x) from the Interest Funds for both Loan Groups to the Class B Certificates, the Current Interest for such Class; and (xi) any remainder, as part of the Excess Cashflow. (b) On each Distribution Date on or prior to the related Corridor Contract Termination Date, amounts received in respect of ~~interest~~the Corridor Contracts for such Distribution Date will be deposited in the Carryover Reserve Fund to be distributed to each applicable Class of Certificates (other than the Class A-R Certificates and Class P Certificates) pursuant to Section 4.04(e)(iv); provided, ~~concurrently~~however, that if the Corridor Contracts are subject to early termination, early termination payments shall be held by the Trustee until the related Corridor Contract Termination Date and deposited in the 117 Carryover Reserve Fund, as ~~follows~~necessary, to pay any Net Rate Carryover as provided in Section 3.19. (c) Upon the earlier of (a) the exercise of the Optional Termination by the Master Servicer pursuant to Section 9.01 and (b) the Class P Principal Distribution Date, all funds on deposit in the Class P Distribution Account shall be distributed the Class P Certificates. (d) On each Distribution Date, the Principal Distribution Amount for such Distribution Date with respect to each Loan Group shall be allocated by the Trustee from the Distribution Account in the following order of priority until such Principal Distribution Amount has been fully distributed: (i) with respect to any Distribution Date prior to the Stepdown Date or as to which a Trigger Event is in effect: (A) concurrently, (i) from the Principal Distribution Amount for Loan Group 1, sequentially to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4~~ A-R Certificates and Class A1-AB A Certificates, in that order, until the Certificate Principal Balance of each such Class is reduced to zero and (ii) from the ~~portion of Available Funds attributable~~ Principal Distribution Amount for Loan Group 2, to the ~~Group 1 Assets~~ Class 2-A Certificates, until the Certificate Principal Balance thereof is reduced to zero; provided, however that (x) after the Certificate Principal Balance of the Class 1-A Certificates has been reduced to zero, the Principal Distribution Amount from both Loan Groups will be applied to the Class 2-A Certificates until the Certificate Principal Balance thereof is reduced to zero and (y) after the Certificate Principal Balance of the Class 2-A Certificates has been reduced to zero, the Principal Distribution Amount from both Loan Groups will be applied to the Class 1-A Certificates, until the Certificate Principal Balance of each such Class is reduced to zero; (B) the remaining Principal Distribution Amount for ~~such~~ both Loan Groups, to the Class M-1 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (C) the remaining Principal Distribution ~~Date~~Amount for both Loan Groups, to the Class M-2 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (D) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-3 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (E) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-4 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (F) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-5 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (G) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-6 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (H) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-7 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (I) the remaining Principal Distribution Amount for both Loan Groups, to the Class M-8 Certificates, until the Certificate Principal Balance thereof is reduced to zero; (J) the remaining Principal Distribution Amount for both Loan Groups, to the Class B Certificates, until the Certificate Principal Balance thereof is reduced to zero; and (K) any remainder, as part of the Excess Cashflow. (ii) (ii) with respect to each Distribution Date on and after the Stepdown Date and as to which a Trigger Event is not in effect: (A) concurrently, (i) the Class 1-A Principal Distribution Amount shall be distributed to the Class 1-A Certificates, until the Certificate Principal Balance thereof is reduced to zero and (ii) the Class 2-A Principal Distribution Amount shall be distributed to the Class 2-A Certificates until the Certificate Principal Balance thereof Class is reduced to zero; provided, however that (x) after the Certificate Principal Balance of the Class 1-A Certificates has been reduced to zero, the remaining Class 1-A Principal Distribution Amount will be applied to the Class 2-A Certificates, up to an the amount ~~equal to~~of the Class 2-A Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance thereof is reduced to zero and ~~pro rata in accordance with~~(y) after the Certificate Principal Balance of the Class 2-A Certificates has been reduced to zero, the ~~respective Interest~~ Class 2-A Principal Distribution Amount ~~for such Classes~~will be applied to the Class 1-A Certificates, up to the amount of the Class 1-A Principal Distribution Amount remaining undistributed, until the Certificate Principal Balance thereof is reduced to zero; (B) to the Class ~~A-BP Certificate~~M-1 Certificates, ~~from~~ the ~~portion of Available Funds attributable~~ Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to ~~the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and~~zero; (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 M-2 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 M-2 Principal Distribution Amount, until the ~~outstanding~~ Certificate ~~Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (viD) ~~sixth,~~ to the ~~Holders of~~ Class M-3 Certificates, the Class ~~A-S Certificates~~M-3 Principal Distribution Amount, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after until the Certificate ~~Balances of the Class A Certificates have been~~ Principal Balance thereof is reduced to zero, ; (E) to the ~~Holders of~~ Class M-4 Certificates, the Class ~~B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ M-4 Principal Distribution ~~Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date)~~ Amount, until the Certificate Principal Balance ~~of the Class B Certificates has been~~ thereof is reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Cwabs Inc Asset Backed Certificates Series 2004-Ecc2)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, the Trustee shall withdraw an amount equal to the Available Distribution Amount from the Collection Account and make distributions thereof as described below (to the extent of the Available ~~Funds for such~~ Distribution ~~Date,~~ Amount) to Holders of the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Certificates in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first,~~ to the ~~Holders of the~~ Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-~~A Certificates, the ~~Class X-BP Certificates and~~ Current Interest plus the Interest Carry Forward Amount with respect to the Class ~~X-B~~ A Certificates; provided that if the amount available is not sufficient to make a full distribution of interest with respect to the Class A Certificates, ~~in respect~~ the amount of the shortfall will be carried forward with accrued interest~~, concurrently, as follows:~~; (Aii) to the Class ~~A-1~~ A Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from~~ the ~~portion of Available Funds attributable~~ Principal Carry Forward Amount with respect to the ~~Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~Class A Certificates; (Biii) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A ~~Certificates, Class X-BP~~ Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of until the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal ~~Distribution Amount for such Distribution Date and, after the Certificate~~ Balance of ~~the~~ such Class ~~A-BP~~ A Certificates has been reduced to zero, 88.88903614% of the ~~Group 2~~ Principal Distribution ~~Amount remaining after payments~~ Amount; (iv) to the Class ~~A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB~~ M Certificates, ~~in an amount up to~~ the ~~Group 1 Principal Distribution~~ Current Interest plus the Interest Carry Forward Amount ~~and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ with respect to the Class ~~A-AB Scheduled~~ M Certificates; provided that if the amount available is not sufficient to make a full distribution of interest with respect to the Class M Certificates, the amount of the shortfall will be carried forward with accrued interest; (v) to the Class M Certificates, the Principal Carry Forward Amount with respect to the Class M Certificates; (vi) to the Class M Certificates until the Certificate Principal Balance ~~for~~ of such ~~Distribution Date; (2) second, to the Holders of the~~ Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 M Certificates has been reduced to zero; , 11.11096386% of the Principal Distribution Amount; (3vii) ~~third,~~ to the ~~Holders of the~~ Class ~~A-2~~ A Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the ~~outstanding~~ Certificate Principal Balance of ~~the~~ such Class ~~A-2~~ A Certificates has been reduced to zero; , 88.88903614% of the Additional Principal Reduction Amount; (4viii) ~~fourth,~~ to the ~~Holders of the~~ Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), M Certificates until the ~~outstanding~~ Certificate Principal Balance of ~~the~~ such Class ~~A-3~~ M Certificates has been reduced to zero; , 11.11096386% of the Additional Principal Reduction Amount; (5ix) ~~fifth~~concurrently, to the ~~Holders of~~ Class A Certificates and to the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), M Certificates until the ~~outstanding~~ Certificate Principal Balance of ~~the~~ each such Class ~~A-4~~ A and Class M Certificates has been reduced to zero~~; and (6) sixth~~, ~~to the Holders~~ 88.88903614% of the ~~Class A-AB Certificates, in an amount up to the Group 1~~ Extra Principal Distribution Amount to the Class A Certificates and ~~(if applicable)~~ 11.11096386% of the ~~Group 2~~ Extra Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class ~~A-AB Scheduled Principal Balance, has been reduced to zero; and~~ M Certificates; (bx) to the Class ~~A-BP~~ A and Class M Certificates, ~~in an amount up~~ their pro rata share, according to the ~~Group 2 Principal~~ outstanding Class A Supplemental Interest Amount and Class M Supplemental Interest Amount, as applicable, of the aggregate Class A Supplemental Interest Amount and Class M Supplemental Interest Amount; (xi) to the Equity Certificate, any remaining Available Distribution ~~Amount for such~~ Amount; provided, however, that on any Distribution Date ~~and,~~ after the ~~Certificate Balances~~ earlier of (i) the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced~~ date on which the first auction conducted by the Trustee pursuant to ~~zero, the Group 1 Principal Distribution Amount remaining after payments~~ Section 10.01(c) does not produce any bid at least equal to the ~~Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such~~ Termination Price or (ii) the November 2011 Distribution Date, ~~until the Certificate Balance of the Class A-BP Certificates has been reduced~~ any remaining amount available for distribution pursuant to ~~zero; and (II~~this Section 5.01(a)(x) ~~on or after the Cross-Over Date~~shall instead be distributed concurrently, 88.88903614% to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates ~~have been reduced to zero,~~ and 11.11096386% to the ~~Holders of the~~ Class B M Certificates, in reduction of the applicable Class or Classes' Certificate ~~Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount~~ Balance. (b) Final Maturity of Class A and M Certificates. If either or ~~the portion thereof remaining after any distributions in respect~~ both of the Class A or the Class M Certificates ~~have been made~~ remain outstanding on the November 2011 Distribution Date (after taking into account all distributions of principal to such Classes of Certificates on such Distribution Date pursuant to subparagraph (a) above) (the "Debt Repayment Date~~) until~~ "), the Trustee shall sell the Trust Property to accelerate the repayment of all of the accrued interest on and the Certificate Principal Balance of the Class B A and Class M Certificates ~~has been reduced~~ by soliciting at least two bids for the sale of the Home Equity Loans, and shall sell to ~~zero;~~ the highest bidder the number of Home Equity Loans (ixwhich may be less than all of the Home Equity Loans) ~~ninth~~necessary to generate sufficient sales proceeds to fully repay the Certificate Principal Balance of the Class A and Class M Certificates, together with any unpaid Interest Carry Forward Amounts allocable to such Classes, plus accrued interest on such Certificate Principal Balance and any unpaid Interest Carry Forward Amounts to but excluding the date on which such Home Equity Loans are sold (the "Sale Date") at the related Pass-Through Rates (collectively, the "Debt Repayment Amount"). On the Sale Date, the Trustee shall distribute such sales proceeds first to the Class A and Class M Certificates, up to the Debt Repayment Amount, to retire such Certificates, and shall distribute any remaining sales proceeds to the Equity Certificate. The foregoing notwithstanding, to the extent that the Trustee, after using commercially reasonable efforts to do so for 90 days following the Debt Repayment Date, does not receive a bid for the sale of all of the Home Equity Loans that will generate sales proceeds at least equal to the Debt Repayment Amount, the Trustee shall (i) sell the Home Equity Loans to the highest bidder and (ii) distribute the sales proceeds in accordance with the payment priorities set forth in subparagraph (a) above, and terminate the Trust pursuant to Section 10.01(a)(ii); provided, however, that the Trustee shall not sell the Home Equity Loans and distribute the sales proceeds under this sentence unless the Holders of the Class A and Class M Certificates evidencing Percentage Interests aggregating not less than 66 2/3% of each of the Classes consent thereto. If the Trustee is unable to obtain the consent of the Holders of the Class A and Class M Certificates to do so, on each Distribution Date after the Debt Repayment Date, the Trustee shall continue to distribute the Available Distribution Amount to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in ~~reduction of~~ accordance with the ~~Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount~~ payment priorities set forth in subparagraph (~~or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date~~a) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tabove.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (HFC Revolving Corp)

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

Appears in 1 contract

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

Distributions. (a) ~~[Reserved]~~On each Distribution Date, the Trustee shall withdraw from the Distribution Account that portion of the Available Funds for such Distribution Date consisting of the Group I Interest Remittance Amount and the Group II Interest Remittance Amount for such Distribution Date, 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 or the Group II Interest Remittance Amount remaining for such Distribution Date: (i) The Group I Interest Remittance Amount shall be distributed as follows: (A) first, concurrently, to the Class I‑A1 Certificates and the Class I‑A2 Certificates, the Monthly Interest Distributable Amount and any Unpaid Interest Shortfall Amount for such Classes, in each case allocated between the Class I‑A1 Certificates and the Class I‑A2 Certificates, pro rata, based on their respective entitlements; and (B) second, concurrently, to the Class II‑A1 Certificates and the Class II‑A2 Certificates, the Monthly Interest Distributable Amount and any Unpaid Interest Shortfall Amount for such Classes, in each case to the extent not paid pursuant to Section 4.01(a)(ii)(A) below, allocated between the Class II‑A1 Certificates and the Class II‑A2 Certificates, pro rata, based on their respective entitlements. (ii) The Group II Interest Remittance Amount shall be distributed as follows: (A) first, concurrently, to the Class II‑A1 Certificates and the Class II‑A2 Certificates, the Monthly Interest Distributable Amount and any Unpaid Interest Shortfall Amount for such Classes, in each case allocated between the Class II‑A1 Certificates and the Class II‑A2 Certificates, pro rata, based on their respective entitlements; and (B) second, concurrently, to the Class I‑A1 Certificates and the Class I‑A2 Certificates, the Monthly Interest Distributable Amount and any Unpaid Interest Shortfall Amount for such Classes, in each case to the extent not paid pursuant to Section 4.01(a)(i)(A) above, allocated between the Class I‑A1 Certificates and the Class I‑A2 Certificates, pro rata, based on their respective entitlements. (iii) The sum of any Group I Interest Remittance Amount and Group II Interest Remittance Amount remaining undistributed following the distributions pursuant to clauses (i) and (ii) above shall be distributed as follows: first, to the Class A‑3 Certificates, the Monthly Interest Distributable Amount and any Unpaid Interest Shortfall Amount for such Class; second, to the Class M-1 Certificates, the related Monthly Interest Distributable Amount; third, to the Class M‑2 Certificates, the related Monthly Interest Distributable Amount; fourth, to the Class M‑3 Certificates, the related Monthly Interest Distributable Amount; fifth, to the Class M‑4 Certificates, the related Monthly Interest Distributable Amount; sixth, to the Class M‑5 Certificates, the related Monthly Interest Distributable Amount; seventh, to the Class M‑6 Certificates, the related Monthly Interest Distributable Amount; eighth, to the Class M-7 Certificates, the related Monthly Interest Distributable Amount; and ninth, to the Class B Certificates, the related Monthly Interest Distributable Amount. (iv) Any Group I Interest Remittance Amount or any Group II Interest Remittance Amount remaining undistributed following distributions pursuant to clause (iii) above shall be used in determining the amount of Net Monthly Excess Cashflow, if any, for such Distribution Date. (b) On each Distribution ~~Date~~Date (a) prior to the Stepdown Date or (b) on which a Trigger Event is in effect, the Class A Certificates, the Class M Certificates and the Class B Certificates shall be entitled to receive distributions in respect of principal to the extent of the ~~Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Group I Principal Distribution Amount ~~from~~ and the ~~Lower-Tier REMIC~~ Group II Principal Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Amount in the following amounts and order of ~~priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding~~ priority: (i) first, (A) (x) an amount equal to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, Group I Principal Distribution Amount shall be distributed as follows: (AI) to the Class ~~A-1~~ I‑A1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the ~~outstanding~~ Certificate ~~Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled~~ Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof ~~remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates~~ has been reduced to zero; then (3II) ~~third,~~ to the ~~Holders of the~~ Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date)I‑A2 Certificates, until the ~~outstanding~~ Certificate Principal Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tthen

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Long Beach Mortgage Loan Trust 2004-6, Asset-Backed Certs., Series 2004-6)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-Lc1)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of~~ Trustee shall withdraw the Available Funds ~~for such Distribution Date,~~ from the Certificate ~~Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution~~ Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and ~~priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter,~~ shall make distributions ~~thereof from~~ to Holders of the ~~Upper-Tier REMIC Distribution Account~~ Certificates as of the preceding Record Date in the following order of priority, ~~satisfying in full,~~ to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining Available Funds: (i) ~~first~~to each Class of Senior Certificates (other than any Class of Principal Only Certificates) and the Class S Certificates, to the ~~Holders~~ Accrued Certificate Interest thereon for such Distribution Date; provided, however, that Accrued Certificate Interest on the Class A5A Component for such Distribution Date shall be applied in the manner provided in Section 4.01(e); and provided further, that any shortfall in available amounts shall be allocated among such Classes (and, in the case of the Class ~~A-1~~ A5 Certificates, among its Components) in proportion to the amount of Accrued Certificate Interest that would otherwise be distributable thereon (or, if applicable, added to the Component Principal Balance in the case of the Class ~~A-2~~ A5A Component); (ii) to each Class of Senior Certificates (other than any Class of Principal Only Certificates~~, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates~~ ) and the Class ~~X-B~~ S Certificates, any related Unpaid Class Interest Shortfall for such Distribution Date; provided, however, that any Unpaid Class Interest Shortfall for the Class A5A Component for such Distribution Date shall be applied in the manner provided in Section 4.01(e); and provided further, that any shortfall in available amounts shall be allocated among such Classes (and, in the case of the Class A5 Certificates, among its Components) in proportion to the Unpaid Class Interest Shortfall for each such Class (or Component) on such Distribution Date; (iii) to the Classes of Senior Certificates, in ~~respect~~ reduction of ~~interest~~the Class Certificate Principal Balances thereof, ~~concurrently,~~ concurrently as follows: (A) to the ~~Class A-1~~ Group I Senior Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to~~ the Group ~~1 Assets~~ I Senior Optimal Principal Amount for such Distribution Date, in the following order of priority: 77 (1) to the Class A4 Certificates (in respect of the Class A4B Component), up to an the amount ~~equal to~~necessary to reduce the Component Principal Balance of such Component to its PAC Balance for such Distribution Date; (2) concurrently, to the Class A1 Certificates and ~~pro rata~~ the Class A3 Certificates (in ~~accordance with~~the latter case, in respect of the Class A3B Component), in proportion to the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component, up to the amount necessary to reduce the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component to their respective PAC Balances for such Distribution Date; (3) concurrently, to the Class A2 Certificates and the Class A3 Certificates (in the latter case, in respect of the Class A3A Component), in proportion to the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component, up to the amount necessary to reduce the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component to their respective PAC Balances for such Distribution Date; (4) to the Class A5 Certificates (in respect of the Class A5B Component), up to the amount necessary to reduce the Component Principal Balance of such Component to its PAC Balance for such Distribution Date; (5) concurrently, to the Class A4 Certificates (in respect of the Class A4A Component) and the Class A5 Certificates (in respect of the Class A5E Component), in proportion to the respective ~~Interest Distribution Amount~~ Component Principal Balances of such Components, up to the amount necessary to reduce the Component Principal Balances of such Components to their respective TAC Balances for such ~~Classes~~Distribution Date; (6) to the Class A5 Certificates (in respect of the Class A5A Component), up to the amount necessary to reduce the Component Principal Balance of such Component to its TAC Balance for such Distribution Date; (7) concurrently, to the Class A6 and Class A7 Certificates, in proportion to the Class Certificate Principal Balances thereof, until the Class Certificate Principal Balances of such Classes have each been reduced to zero; (8) concurrently, to the Class A4 Certificates (in respect of the Class A4A Component) and the Class A5 Certificates (in respect of the Class A5E Component), in proportion to the respective Component Principal Balance of such Components, without regard to their respective TAC Balances, until the Component Principal Balances of such Components have each been reduced to zero; (9) to the Class A5 Certificates (in respect of the Class A5A Component), without regard to its TAC Balance, until the Component Principal Balance thereof has been reduced to zero; (10) to the Class A4 Certificates (in respect of the Class A4B Component), without regard to its PAC Balance, until the Component Principal Balance thereof has been reduced to zero; (11) concurrently, to the Class A1 Certificates and the Class A3 Certificates (in the latter case, in respect of the Class A3B Component), in proportion to the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component, without regard to their respective PAC Balances, until the Class Certificate Balance of such Class and the Component Principal Balance of such Component have each been reduced to zero; (12) concurrently, to the Class A2 Certificates and the Class A3 Certificates (in the latter case, in respect of the Class A3A Component), in proportion to the Class Certificate Principal Balance of such Class and the Component Principal Balance of such Component, without regard to their PAC Balances, until the Class Certificate Balance of such Class and the Component Principal Balance of such Component have each been reduced to zero; (13) to the Class A5 Certificates (in respect of the Class A5B Component), without regard to its PAC Balance, until the Component Principal Balance thereof has been reduced to zero; (14) sequentially, to the Class R and the Class RL Certificates, in that order, until the Class Certificate Balance of each such Class has been reduced to zero, such that no distribution will be made on the Class RL Certificate until the Class Certificate Principal Balance of the Class R Certificate has been reduced to zero; (B) to the ~~Class A-BP Certificate~~Group II Senior Certificates, ~~from~~ the ~~portion of Available Funds attributable to the BP Freely Prepayable Note in Asset~~ Group 2 II Senior Optimal Principal Amount for such Distribution Date, up until the Class Certificate Principal Balance thereof has been reduced to ~~an amount equal to the Interest Distribution Amount for such Class~~zero; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP PO Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the PO Principal Distribution Amount for such Distribution Date, until the Class Certificate ~~Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled~~ Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (viiv) ~~sixth,~~ to the ~~Holders of the~~ Class ~~A-S~~ PO Certificates, ~~first~~ any Class PO Deferred Amount for such Distribution Date, up to an amount ~~equal~~ not to exceed the Junior Optimal Principal Amount for such Distribution Date, until the Class Certificate Principal Balance of such Class has been reduced to zero; provided, that any such amounts distributed to the ~~aggregate of unreimbursed Realized Losses previously allocated~~ Class PO Certificates pursuant to ~~such Class~~this clause (iv) shall not reduce the Class Certificate Principal Balance thereof; (v) to the Class M Certificates, ~~then interest on that amount at~~ the ~~Pass-Through Rate~~ Accrued Certificate Interest thereon for such Distribution Date; (vi) to the Class ~~compounded monthly from the date the related Realized Loss was allocated to~~ M Certificates, any Unpaid Class Interest Shortfall therefor on such ~~Class~~Distribution Date; (vii) ~~seventh,~~ to the ~~Holders~~ Class M Certificates, in reduction of the Class ~~B Certificates~~Certificate Principal Balance thereof, ~~in respect~~ such Class's Allocable Share of ~~interest, up to an amount equal to~~ the ~~Interest Distribution~~ Junior Optimal Principal Amount ~~in respect of such Class of Certificates for~~ on such Distribution Date; (viii) ~~eighth, after the Certificate Balances of~~ to the Class ~~A Certificates have been reduced to zero~~B1 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (ix) to the ~~Holders of~~ Class B1 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (x) to the Class B B1 Certificates, in reduction of the Class Certificate Principal Balance thereof, ~~up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect~~ such Class's Allocable Share of the ~~Class A Certificates have been made~~ Junior Optimal Principal Amount on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) ~~eleventh, after the Certificate Balances of~~ to the Class ~~A Certificates and~~ B2 Certificates, the ~~Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the~~ Accrued Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on Interest thereon for such Distribution Date~~) until the Certificate Balance of the Class C Certificates has been reduced to zero~~; (xii) ~~twelfth,~~ to the ~~Holders of the~~ Class C B2 Certificates, ~~first up to an amount equal to the unreimbursed Realized Losses previously allocated to~~ any Unpaid Class Interest Shortfall therefor on such ~~Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~Distribution Date; (xiii) ~~thirteenth,~~ to the ~~Holders~~ Class B2 Certificates, in reduction of the Class ~~D Certificates and Class X-D Certificates~~Certificate Principal Balance thereof, ~~in respect~~ such Class's Allocable Share of ~~interest, up to an amount equal to, and pro rata in accordance with,~~ the ~~respective Interest Distribution Amounts in respect of such Class of Certificates for~~ Junior Optimal Principal Amount on such Distribution Date; (xiv) ~~fourteenth, after the Certificate Balances of~~ to the Class A B3 Certificates, ~~Class B Certificates and Class C Certificates have been reduced to zero,~~ the Accrued Certificate Interest thereon for such Distribution Date; (xv) to the ~~Holders of~~ Class B3 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (xvi) to the Class D B3 Certificates, in reduction of the Class Certificate Principal Balance thereof, ~~an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect~~ such Class's Allocable Share of the ~~Class A Certificates, Class B Certificates and Class C Certificates have been made~~ Junior Optimal Principal Amount on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) ~~seventeenth, after the Certificate Balances of~~ to the Class A B4 Certificates, the Accrued Certificate Interest thereon for such Distribution Date; (xviii) to the Class B B4 Certificates, any Unpaid Class Interest Shortfall therefor on such Distribution Date; (xix) to the Class ~~C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR~~ B4 Certificates, in reduction of the Class Certificate Principal Balance thereof, ~~an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect~~ such Class's Allocable Share of the ~~Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made~~ Junior Optimal Principal Amount on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) ~~twentieth, after the Certificate Balances of~~ to the Class A B5 Certificates, ~~Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to~~ the ~~Holders of the Class F-RR Certificates, in reduction of the~~ Accrued Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest ~~Distribution Amount in respect of such Class of Certificates~~ thereon for such Distribution Date; (~~xxiii~~xxi) ~~twenty-third, after the Certificate Balances of~~ to the Class A B5 Certificates, any Unpaid Class ~~B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero,~~ Interest Shortfall therefor on such Distribution Date; and (xxii) to the ~~Holders of the~~ Class ~~G-RR~~ B5 Certificates, in reduction of the Class Certificate Principal Balance thereof, an such Class's Allocable Share of the Junior Optimal Principal Amount on such Distribution Date. Notwithstanding the foregoing, amounts otherwise distributable pursuant to clauses (vii), (x), (xiii), (xvi), (xix) and (xxii) on any Distribution Date shall be reduced, in inverse order of priority, by any amount distributed pursuant to clause (iv) on such date, such that such amount distributed pursuant to clause (iv) on such date shall be applied first to reduce the amount distributable pursuant to clause (xxii), and then, to the extent of any excess, applied second, to reduce the amount distributable pursuant to clause (xix), third, to reduce the amount distributable pursuant to clause (xvi), fourth, to reduce the amount distributable pursuant to clause (xiii), fifth, to reduce the amount distributable pursuant to clause (x) and sixth, to reduce the amount distributable pursuant to clause (vii). If, on any Distribution Date, after distributions have been made pursuant to clauses (i) and (ii) above, the remaining Available Funds are insufficient to make the full amount of distributions required to be made pursuant to clause (iii) above, (1) the amount distributable to the Class PO Certificates pursuant to clause (iii)(C) shall be equal to the product of (x) the remaining Available Funds and (y) the fraction, expressed as a percentage, the numerator of which is the PO Principal Distribution Amount for such Distribution Date and the denominator of which is the sum of such PO Principal Distribution Amount and the Senior Optimal Principal Amount for such Distribution Date; (2) the amount distributable to the Senior Certificates other than the Class PO Certificates pursuant to clauses (iii)(A) and (B) shall be equal to the product of (x) the remaining Available Funds and (y) the fraction, expressed as a percentage, the numerator of which is the Senior Optimal Principal Amount for such Distribution Date and the denominator of which is the sum of the Senior Optimal Principal Amount and the PO Principal Distribution Amount for such Distribution Date; and (3) the amounts distributable to the Group I Senior Certificates pursuant to clause (iii)(A) and to the Group II Senior Certificates pursuant to clause (iii)(B), respectively, shall be equal to the product of (x) the amount determined pursuant to clause (2) above and (y) a fraction, expressed as a percentage, the numerator of which is the Group I Senior Optimal Principal Amount, in the case of the Group I Senior Certificates, or the ~~portion thereof~~ Group II Senior Optimal Principal Amount, in the case of the Group II Senior Certificates, and the denominator of which is the Senior Optimal Principal Amount for such Distribution Date. (b) On each Distribution Date, the Trustee shall distribute to the holder of the Class R Certificate any remaining amounts in the Upper Tier REMIC for such Distribution Date after application of all amounts described in clause (a) of this Section 4.01. Any distributions pursuant to this clause (b) shall not reduce the Class Certificate Principal Balance of the Class R Certificate. (c) If on any Distribution Date the Class Certificate Principal Balances of the Junior Certificates have each been reduced to zero, the amount distributable to the Senior Certificates other than the Class PO Certificates pursuant to Sections 4.01(a)(iii)(A) and (B) for such Distribution Date and each succeeding Distribution Date shall be allocated among such Classes of Senior Certificates, pro rata, on the basis of their respective Class Certificate Principal Balances immediately prior to such Distribution Date, regardless of the priorities and amounts set forth in Sections 4.01(a)(iii)(A) and (B). (d) If on any Distribution Date (i) the Class Certificate Principal Balance of the Class M Certificates or any Class of Class B Certificates for which the related Prepayment Distribution Trigger was satisfied on such Distribution Date is reduced to zero and (ii) amounts distributable pursuant to clauses (ii), (iv) and (v) of the Junior Optimal Principal Amount remain undistributed on such Distribution Date after all amounts otherwise distributable on such date pursuant to clauses (iv) through (xxii) of Section 4.01(a) have been distributed, such amounts shall be distributed on such Distribution Date to the remaining Classes of Junior Certificates in order of priority, such that no such distribution shall be made to any Class of Junior Certificates while a prior such Class is outstanding. (e) On each Distribution Date through the Accretion Termination Date, amounts allocable to the Class A5A Component pursuant to clauses (a)(i) and (a)(ii) of this Section 4.01 shall not be distributable to the Class A5 Certificates pursuant to such clauses but shall instead be (i) added to the Component Principal Balance of the Class A5A Component to the extent of the Accrual Amount for such Distribution Date, and (ii) distributed to the following Classes of Certificates, before any distributions are made pursuant to Section 4.01(a)(iii), in the following order of priority: first, concurrently, to the Class A4 Certificates (in respect of the Class ~~A Certificates~~A4A Component) and the Class A5 Certificates (in respect of the Class A5E Component), ~~Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on~~ in proportion to the Component Principal Balances of such ~~Distribution Date)~~Components without regard to their respective TAC Balances, until the ~~outstanding Certificate Balance~~ Component Principal Balances of ~~the Class G-RR Certificates has~~ such Components have each been reduced to zero~~; (xxiv) twenty-fourth~~; and second, to the Class A5 Certificates, as Accrued Certificate Interest thereon (in respect of the Class A5A Component). On each Distribution Date occurring after the Accretion Termination Date, amounts allocable to the Class A5 Certificates in respect of the Class A5A Component pursuant to clauses (a)(i) and (a)(ii) of this Section 4.01 shall be distributable on such Distribution Date pursuant to such clauses to Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of A5 Certificates ~~for such Distribution Date; (xxvi) twenty-sixth, after the~~ as Accrued Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tInterest.

Appears in 1 contract

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

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2005-C16)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (vii), deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-4, ~~the~~ Class ~~A-4 Certificates the~~ A-5, Class A-6A, Class A-6B, Class A-~~AB Certificates, the~~ PB and Class ~~A-BP Certificates, the Class X-A Certificates, the Class X-BP~~ A-7 Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution DateA-3SF Regular Interest, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of each such ~~Classes; (B) to~~ Class of Certificates and the Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ A-3SF Regular Interest for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the ~~Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount ~~for such Class; and (C)~~ and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class X-~~A Certificates, Class X-BP Certificates~~ C and Class X-B P Certificates~~, from Available Funds for such Distribution Date, without regard to Asset Groups~~, up to an amount equal to, and pro rata as between such Classes of Certificates, all Distributable Certificate Interest in ~~accordance with, the respective Interest Distribution Amount~~ respect of each such Class of Certificates for such ~~Classes~~Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if ~~on any~~ the Loan Group 1 Available Distribution ~~Date,~~ Amount and/or the Loan Group 2 Available ~~Funds are~~ Distribution Amount is insufficient to pay in full the total amount of ~~interest~~ Distributable Certificate Interest, as provided above, payable in respect of any Class of Senior Certificates and the Class A-3SF Regular Interest on such Distribution Date, then the entire Available Distribution Amount shall be applied to ~~be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount~~ make distributions of interest to ~~be paid to~~ the Holders of the respective Classes of the Senior Certificates and the Class ~~A-BP Certificates~~A-3SF Regular Interest, ~~the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates~~ up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates and the ~~respective~~ Class A-3SF Regular Interest ~~Distribution Amount~~ for such ~~Classes of Certificates~~Distribution Date and, ~~without regard~~ to ~~Asset Groups.~~the extent not previously paid, for all prior Distribution Dates, if any; (ii) ~~second,~~ to distributions of principal to the Holders of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB PB Certificates, in an amount up equal to the Loan Group 1 Principal Distribution Amount for such Distribution Date and, after the ~~Certificate Balance of the~~ Class ~~A-BP~~ A-1A Certificates ~~has~~ have been ~~reduced to zero~~retired, the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB A-1A Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP PB Certificates is reduced to the Class A-PB Planned Principal Balance; (iii) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero~~; and (II) on or after~~ , the ~~Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the~~ entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date, ~~until~~ less any portion thereof distributed in respect of the ~~Certificate~~ Class A-PB Certificates on such Distribution Date; (iv) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB Certificates and the Class A-1 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balances of each of the Class A-1 and Class A-2 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-3SF Regular Interest, in an amount (not to exceed the Class Principal Balance of the Class A-3SF Regular Interest outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1 and Class A-2 Certificates pursuant to clauses (ii), (iii) and (iv) above); (vi) after the Class Principal Balance of the Class A-PB Certificates has been reduced to the Class A-PB Planned Principal Balance and after the Class Principal Balances of each of the Class A-1 and the Class A-2 Certificates and the Class A-3SF Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-4 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1 and the Class A-2 Certificates and the Class A-3SF Regular Interest pursuant to clauses (ii), (iii), (iv) and (v) above); (vii) after the Class Principal Balances of the Class A-1, Class A-2, Class ~~A-3~~A-4 Certificates and the Class A-3SF Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-5 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-5 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-4 Certificates and the Class A-3SF Regular Interest pursuant to clauses (ii), (iii), (iv), (v) and (vi) above); (viii) after the Class Principal Balances of the Class A-1, Class A-2, Class A-4, Class ~~A-AB~~ A-5 Certificates and the Class ~~A-BP Certificates is~~ A-3SF Regular Interest have been reduced to zero, ~~without regard~~ to distributions of principal to the Holders of the Class A-6A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-6A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-~~AB Scheduled Principal Balance or Asset Groups~~PB, Class A-1, Class A-2, Class A-4, Class A-5 Certificates and the Class ▇-▇▇▇ ▇▇▇▇▇▇▇ Interest pursuant to clauses (ii), (iii), (iv), (v), (vi) and (vii) above); (~~iii~~ix) ~~third~~after the Class Principal Balances of the Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A Certificates and the Clas▇ ▇-▇▇▇ ▇▇▇▇▇▇▇ Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-6B Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-6B Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A Certificates and the Clas▇ ▇-▇▇▇ ▇▇▇▇▇▇r Interest pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii) and (viii) above); (x) after the Class Principal Balances of the Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A, Class A-6B Certificates and the Class A-3SF Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-PB Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A, Class A-6B Certificates and the Class A-3SF Regular Interest pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii), (viii) and (ix) above); (xi) after the Class Principal Balances of the Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A, Class A-6B, Class A-PB Certificates and the Class A-3SF Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-7 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-7 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (xii) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB, Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A, Class A-6B Certificates and the Class A-3SF Regular Interest pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix) and (x) above); (xii) to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-PB, Class A-1, Class A-2, Class A-4, Class A-5, Class A-6A, Class A-6B, Class A-7 Certificates and the Class A-3SF Regular Interest have been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix), (x) and (xi) above on such Distribution Date; (xiii) to distributions to the Holders of the Class A-PB Certificates, the Class A-1 Certificates, the Class A-2 Certificates, the Class ~~A-3 Certificates, the Class~~ A-4 Certificates, the Class ~~A-AB~~ A-5 Certificates, the Class A-6A Certificates, the Class A-6B Certificates, the Class A-7 Certificates, the Class A-1A Certificates and the Class ~~A-BP Certificates~~A-3SF Regular Interest, ~~first up to~~ pro rata as among such Classes of Certificates and the Class A-3SF Regular Interest, in accordance with, in an amount equal ~~to the aggregate of unreimbursed~~ to, and in reimbursement of, all Realized Losses ~~previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses~~ and Additional Trust Fund Expenses, if any, previously allocated to each such ~~Class), then interest on that amount at~~ Class of Certificates and/or the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~A-3SF Regular Interest and not previously reimbursed; (ivxiv) ~~fourth,~~ to distributions of interest to the Holders of the Class A-S MFL Regular Interest and the Class A-MFX Certificates, pro rata, in ~~respect of interest, up to~~ an amount equal to all Distributable Certificate Interest in respect of the Class A-MFL Regular Interest and the Class A-MFX Certificates on such Distribution Date, in amounts equal to all Distributable Certificate Interest in respect of such Class A-MFL Regular Interest and Class A-MFX Certificates for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a); (xv) after the Class Principal Balances of the Class A Certificates (other than the Class A-3SF Certificates) and the Class A-3SF Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-MFL Regular Interest and the Class A-MFX Certificates, pro rata, in an amount (not to exceed the Class Principal Balance of the Class A-MFX Certificates and the Class A-MFL Regular Interest outstanding immediately prior to such Distribution Date) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates and/or the Class A-3SF Regular Interest pursuant to any prior clause of this Section 4.01(a)); (xvi) to distributions to the Holders of the Class A-MFL Regular Interest and the Class A-MFX Certificates, pro rata, in accordance with the respective amounts of Realized Losses and Additional Trust Expenses, if any, previously allocated to the Class A-MFX Certificates and the Class A-MFL Regular Interest and not previously reimbursed; (xvii) to distributions of interest to the Holders of the Class A-J Certificates in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates; (vxviii) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1~~ A Certificates (other than the Class A-3SF Certificates), ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates,~~ the Class A-~~AB Certificates~~ MFX Certificates, the Class A-3SF Regular Interest and the Class A-~~BP Certificates~~ MFL Regular Interest have been reduced to zero, to distributions of principal to the Holders of the Class A-~~S Certificates~~ J Certificates, in ~~reduction of the Certificate Balance thereof, up to~~ an amount ~~equal~~ (not to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ exceed the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate~~ Principal Balance of the Class A-S J Certificates ~~has been reduced~~ outstanding immediately prior to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) ~~until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount~~ equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2005-C20)

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date and after making any withdrawals from the Distribution Account pursuant to Section 4.03(a), the Securities Administrator shall withdraw funds on deposit in the Distribution Account to the extent of ~~the~~ Available Funds for each Mortgage Loan Group for such Distribution ~~Date~~Date and, based on the ~~Certificate Administrator shall be deemed to transfer~~ Distribution Date Statement, make the ~~Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts~~ following disbursements and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account transfers in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) ~~first~~the Available Funds for Mortgage Loan Group 1 (and, to solely in the ~~Holders~~ case of ~~the Class A-1 Certificates~~distributions under clause (a)(i)(B) below, the ~~Class A-2 Certificates,~~ amounts received from the ~~Class A-3 Certificates,~~ Group 1 Yield Maintenance Agreement) shall be distributed on each Distribution Date in the ~~Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect~~ following order of ~~interest, concurrently, as follows~~priority: (A) to the Holders of the Class R, Class A-1 and Class A-X Certificates, the related Interest Distributable Amounts for such date, pro rata (based on the Interest Distributable Amounts to which each such Class is entitled); provided, however, for purposes of computing the Interest Distributable Amounts under this clause (a)(i)(A) applicable to the Class A-1 Certificates, the Interest Rate of such Class ~~A-2~~ shall be deemed subject to a cap equal to the Net WAC of Mortgage Loan Group 1, adjusted to reflect the accrual of interest on the basis of a 360-day year and the actual number of days elapsed in the related Accrual Period with respect to such Certificates~~, Class A-3 Certificates, Class A-4 Certificates~~ ; and provided further that for the purpose of distributions to the Class A-AB X Certificates, ~~from~~ only the portion of ~~Available Funds attributable to~~ the Class Notional Amount derived from the Group 1 ~~Assets~~ Mortgage Loans will be used to calculate distributions to the Class A-X Certificates from Available Funds for ~~such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes~~Mortgage Loan Group 1; (B) from the funds, if any, provided under the Group 1 Yield Maintenance Agreement, first, to the Class A-1 Certificates, any Interest Distributable Amounts not distributed to such Class in clause (a)(i)(A) above, and second, any remaining funds provided under the Group 1 Yield Maintenance Agreement shall be distributed to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such ClassX Certificates; and (C) to from the ~~Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds~~ Principal Distribution Amount for Mortgage Loan Group 1 for such Distribution Date, ~~without regard to Asset Groups, up to~~ an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective Interest~~ Senior Principal Distribution Amount for ~~such Classes; provided, however, if on any~~ Mortgage Loan Group 1 for that Distribution Date, ~~the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i)~~as follows: first, ~~or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ to the Holder of Class ~~A-BP Certificates~~R Certificate, until the ~~Available Funds available for~~ Class Principal Amount of such ~~Distribution Date shall be allocated among all those Classes of Certificates up~~ Class is reduced to ~~an amount equal to,~~ zero; and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii)~~ second, to the Holders of the Class A-1 Certificates, until the Class ~~A-2 Certificates~~Principal Amount of such Class is reduced to zero; (ii) the Available Funds for Mortgage Loan Group 2 (and, solely in the ~~Class A-3 Certificates~~case of distributions under clause (a)(ii)(B) below, amounts received under the ~~Class A-4 Certificates,~~ Group 2 Yield Maintenance Agreement) shall be distributed on each Distribution Date in the ~~Class~~ following order of priority: (A~~-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a~~) to the Holders of the Class ~~A-1 Certificates~~A-2A, Class ~~A-2 Certificates~~A-2B, Class ~~A-3 Certificates, Class A-4 Certificates~~ A-2C and Class A-AB X Certificates, ~~in an amount up~~ the related Interest Distributable Amounts for such date, pro rata (based on the Interest Distributable Amounts to which each such Class is entitled); provided, however, for purposes of computing the Interest Distributable Amount under this clause (a)(ii)(A) applicable to the ~~Group 1 Principal Distribution Amount for such Distribution Date and~~Class A-2A, ~~after the Certificate Balance of the~~ Class ~~A-BP Certificates has been reduced to zero~~A-2B and Class A-2C Certificates, the Interest Rate of each such Class shall be deemed subject to a cap equal to the Net WAC of Mortgage Loan Group ~~2 Principal Distribution Amount remaining after payments~~ 2, adjusted to reflect the accrual of interest on the basis of a 360-day year and the actual number of days elapsed in the related Accrual Period with respect to such Certificates; and provided further that for the purpose of distributions to the Class A-BP X Certificates, only the portion of the Class Notional Amount derived from the Group 2 Mortgage Loans will be used to calculate distributions to the Class A-X Certificates ~~have been made~~ from Available Funds for Mortgage Loan Group 2; (B) from the funds, if any, provided under the Group 2 Yield Maintenance Agreement, first, on a pro rata basis, to the Class A-2A, Class A-2B and Class A-2C Certificates, pro rata (based on the Interest Distributable Amounts to which each such Class is entitled), any Interest Distributable Amounts not distributed to such Classes in clause (a)(ii)(A) above, and second, any remaining funds provided under the Group 2 Yield Maintenance Agreement shall be distributed to the Class A-X Certificates; and (C) from the Principal Distribution Amount for Mortgage Loan Group 2 for such Distribution Date, in an amount equal to the ~~following priority: (1) first~~Senior Principal Distribution Amount for Mortgage Loan Group 2 for that Distribution Date, to the Holders of the Class ~~A-AB~~ A-2A, Class A-2B and Class A-2C Certificates, pro rata, in ~~an amount up~~ proportion to ~~the Group 1~~ their respective Class Principal ~~Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount~~Amounts, until the ~~outstanding Certificate Balance~~ Class Principal Amount of ~~the~~ each such Class ~~A-AB Certificates has been~~ is reduced to zero; (iii) the ~~Class~~ Available Funds for each Mortgage Loan Group remaining after giving effect to the distributions specified in subsections (i) and (ii) above will be distributed to the Certificateholders in the following order of priority: (A~~-AB Scheduled Principal Balance for such Distribution Date; (2~~) ~~second,~~ to the Holders of the Class ~~A-1~~ B-1 Certificates, ~~in an amount up to~~ the ~~Group 1 Principal Distribution~~ related Interest Distributable Amount ~~and~~ for that date; (~~if applicable~~B) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class ~~A-2 Certificates in~~ B-1 Certificates, an amount up allocable to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on principal equal to its Pro Rata Share for such Distribution ~~Date),~~ Date until the ~~outstanding Certificate Balance~~ Class Principal Amount of ~~the~~ such Class ~~A-2 Certificates has been~~ is reduced to zero; ; (4C) ~~fourth,~~ to the Holders of the Class ~~A-3~~ B-2 Certificates, ~~in an amount up to~~ the ~~Group 1 Principal Distribution~~ related Interest Distributable Amount ~~and~~ for that date; (~~if applicable~~D) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class ~~A-4~~ B-2 Certificates, in an amount up allocable to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on principal equal to its Pro Rata Share for such Distribution ~~Date),~~ Date until the ~~outstanding Certificate Balance~~ Class Principal Amount of ~~the~~ such Class ~~A-4 Certificates has been~~ is reduced to zero~~; and~~ ; (6E) ~~sixth,~~ to the Holders of the Class ~~A-AB~~ B-3 Certificates, ~~in an amount up to~~ the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution related Interest Distributable Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groupsthat date; (~~iii~~F) ~~third,~~ to the Holders of the Class ~~A-1~~ B-3 Certificates, an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the Class ~~A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate~~ Principal Amount of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class ~~compounded monthly from the date the related Realized Loss was allocated~~ is reduced to ~~such Class~~zero; (ivG) ~~fourth,~~ to the Holders of the Class ~~A-S~~ B-4 Certificates, ~~in respect of interest, up to an amount equal to~~ the related Interest ~~Distribution~~ Distributable Amount ~~in respect of such Class of Certificates~~ for ~~such Distribution Date~~that date; (vH) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class ~~A-S Certificates in reduction of the Certificate Balance thereof~~B-4 Certificates, ~~up to~~ an amount allocable to principal equal to ~~the Principal~~ its Pro Rata Share for such Distribution ~~Amount (or the portion thereof remaining after any distributions in respect of~~ Date until the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇,~~ Principal Amount of such Class ~~A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been~~ is reduced to zero; (viI) ~~sixth,~~ to the Holders of the Class ~~A-S~~ B-5 Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related ~~Realized Loss was allocated to such Class~~Interest Distributable Amount for that date; (~~vii~~J) ~~seventh,~~ to the Holders of the Class B B-5 Certificates, ~~in respect of interest, up to~~ an amount allocable to principal equal to its Pro Rata Share for such Distribution Date until the ~~Interest Distribution~~ Class Principal Amount ~~in respect~~ of such Class ~~of Certificates for such Distribution Date~~is reduced to zero; (~~viii~~K) ~~eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero,~~ to the Holders of the Class B B-6 Certificates, ~~in reduction of~~ the ~~Certificate Balance thereof, up to an amount equal to the Principal Distribution~~ related Interest Distributable Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zerofor that date; (ixL) ~~ninth,~~ to the Holders of the Class B B-6 Certificates, ~~first up to~~ an amount allocable to principal equal to ~~the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ its Pro Rata Share for such Distribution Date until the Class ~~compounded monthly from the date the related Realized Loss was allocated~~ Principal Amount of such Class is reduced to ~~such Class;~~zero; and (xM) ~~tenth~~to the Holder of the Class R Certificate, any Available Funds then remaining. (b) Amounts to be paid to the Holders of a Class of Certificates shall be payable with respect to all Certificates of that Class, pro rata, based on the Certificate Principal Amount or Certificate Notional Amount, as applicable, of each Certificate of that Class. (c) [Reserved]. (d) On each Distribution Date, the Interest Distributable Amounts for the Classes of Senior Certificates and Subordinate Certificates on such Distribution Date shall be reduced proportionately by Net Interest Shortfalls based on (A) in the case of the Senior Certificates, the Interest Distributable Amount otherwise distributable thereon with respect to the related Mortgage Loan Group, (B) in the case of the Class C A-X Certificates, the Interest Distributable Amount such Class would otherwise be entitled to receive from a Mortgage Loan Group on the Distribution Date, based on the portion of its Class Notional Amount attributable to such Mortgage Loan Group and (C) in ~~respect~~ the case of ~~interest~~the Subordinate Certificates, up interest accrued at the related Subordinate Certificate Interest Rate on the related Apportioned Principal Balance of each such Class attributable to ~~an amount equal~~ a Mortgage Loan Group, in each case before taking into account any reduction in those amounts due to such Net Interest Shortfalls; provided, however, that on any Distribution Date after the Senior Termination Date for a Mortgage Loan Group, Net Interest Shortfalls for that Mortgage Loan Group will be allocated to the ~~Interest Distribution Amount in respect~~ Classes of Subordinate Certificates based on the amount of interest each such Class of Subordinate Certificates ~~for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced~~ would otherwise be entitled to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made receive on such Distribution Date. (e) ~~until~~ Notwithstanding the ~~Certificate Balance~~ priority and allocation set forth in Section 5.01(a)(iii) above, if with respect to any Class of Subordinate Certificates on any Distribution Date the sum of the related Class C Subordination Percentages of all Classes of Subordinate Certificates ~~has been reduced to zero;~~ which have a higher numerical Class designation than such Class (~~xii~~the “Applicable Credit Support Percentage”) ~~twelfth, to~~ is less than the ~~Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to~~ Original Applicable Credit Support Percentage for such Class, ~~then interest~~ no distribution of Principal Prepayments will be made to any such Classes (the “Restricted Classes”) and the amount of such Principal Prepayment otherwise distributable to the Restricted Classes shall be distributed to the remaining Classes of Subordinate Certificates, pro rata, based on ~~that amount at~~ the ~~Pass-Through Rate for such~~ Class ~~compounded monthly from~~ Principal Amounts of the ~~date the related Realized Loss was allocated~~ respective Classes immediately prior to such ~~Class; (xiii~~Distribution Date and shall be distributed in the sequential order provided in Section 5.01(a)(iii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tabove.

Appears in 1 contract

Sources: Trust Agreement (Thornburg Mortgage Securities Trust 2006-4)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (MLCFC Commercial Mortgage Trust Series 2006-1)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Jp Mortgage Chase Comm Mort Pass THR Certs Ser 2004-Cibc8)

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

Appears in 1 contract

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

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

Appears in 1 contract

Sources: Limited Liability Company Agreement

Distributions. (a~~) [Reserved] (b~~) On each Distribution ~~Date~~Date the Paying Agent shall (except as otherwise provided in Section 9.01), to based on information provided by the ~~extent~~ Master Servicer and the Special Servicer, apply amounts on deposit in the Distribution Account, after payment of ~~the Available Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount~~ amounts payable from the ~~Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC~~ Distribution Account in accordance with Section 3.05(b)(ii) through (vii), deemed distributions from REMIC I to REMIC II pursuant to Section 4.01(h), for the ~~amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount: (i) ~~first~~concurrently, (i) from the Loan Group 1 Available Distribution Amount, to distributions of interest to the Holders of the Class ~~A-1 Certificates~~A-1, ~~the~~ Class ~~A-2 Certificates~~A-2, ~~the~~ Class ~~A-3 Certificates~~A-3, ~~the Class A-4 Certificates the~~ Class A-~~AB Certificates~~PB1, ~~the~~ Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 CertificatesPB2, Class A-4 ~~Certificates~~ and Class ~~A-AB~~ A-5 Certificates~~, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date~~, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount for~~ in respect of such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion~~ of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any, (ii) from the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class A-1A Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the ~~Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount, to distributions of interest to the Holders of the Class IO Certificates, up to an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such ~~Class;~~ Distribution Date and ~~(C)~~ , to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the Loan Group 1 Available Distribution Amount and/or the Loan Group 2 Available Distribution Amount is insufficient to pay in full the total amount of Distributable Certificate Interest, as provided above, payable in respect of any Class ~~X-A Certificates, Class X-BP~~ of Senior Certificates ~~and Class X-B Certificates, from Available Funds for~~ on such Distribution Date, ~~without regard~~ then the entire Available Distribution Amount shall be applied to ~~Asset Groups~~make distributions of interest to the Holders of the respective Classes of the Senior Certificates, up to an amount equal to, and pro rata as among such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class of Certificates for such Distribution Date and, to the ~~respective Interest~~ extent not previously paid, for all prior Distribution Dates, if any; (ii) to distributions of principal first, to the Holders of the Class A-PB1 Certificates and then to the Holders of the Class A--PB2 Certificates, in an amount equal to the Loan Group 1 Principal Distribution Amount for such ~~Classes; provided~~Distribution Date and, ~~however~~after the Class A-1A Certificates have been retired, if the Loan Group 2 Principal Distribution Amount remaining after payments to the Class A-1A Certificates have been made on ~~any~~ such Distribution Date, until the ~~Available Funds are insufficient to pay in full the total amount of interest to be paid to any~~ Certificate Balance of the ~~Classes of~~ Class A-PB1 Certificates ~~described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ is reduced to the Class A-BP PB1 Planned Principal Balance and the Certificate Balance of the Class A--PB2 Certificates is reduced to the Class A--PB2 Planned Principal Balance; (iii) after the Class Principal Balance of the Class A-PB1 Certificates has been reduced to the Class A-PB1 Planned Principal Balance and the Class Principal Balance of the Class A--PB2 Certificates has been reduced to the Class A--PB2 Planned Principal Balance, to distributions of principal to the Holders of the Class A-1 Certificates, in an amount (not to exceed the ~~Available Funds available~~ Class Principal Balance of the Class A-1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date ~~shall be allocated among all those Classes~~ remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date, less any portion thereof distributed in respect of the Class A-PB1 and Class A--PB2 Certificates up on such Distribution Date; (iv) after the Class Principal Balance of the Class A-PB1 Certificates has been reduced to the Class A-PB1 Planned Principal Balance and the Class Principal Balance of the Class A--PB2 Certificates has been reduced to the Class A--PB2 Planned Principal Balance and after the Class Principal Balance of the Class A-1 Certificates has been reduced to zero, to distributions of principal to the Holders of the Class A-2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-2 Certificates outstanding immediately prior to such Distribution Date) equal toto the entire Loan Group 1 Principal Distribution Amount and, ~~and pro rata in accordance with~~after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the ~~respective Interest~~ entire Loan Group 2 Principal Distribution Amount for such ~~Classes~~ Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of ~~Certificates, without regard to Asset Groups. (ii) second,~~ any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1 Certificates, the Class A--PB2 and Class A-1 Certificates pursuant to clauses (ii) and (iii) above); (v) after the Class Principal Balance of the Class A-PB1 Certificates has been reduced to the Class A-PB1 Planned Principal Balance and the Class Principal Balance of the Class A--PB2 Certificates has been reduced to the Class A--PB2 Planned Principal Balance and after the Class Principal Balances of each of the Class A-1 and Class A-2 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-3 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-3 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1, Class A--PB2, Class A-1 and Class A-2 Certificates pursuant to clauses (ii), (iii) and (iv) above); (vi) after the Class Principal Balances of the Class A-PB1, Class A-PB2, Class A-1, Class A-2 and Class A-3 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-PB1 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB1 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A 1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1, Class A--PB2, Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv) and (v) above); (vii) after the Class Principal Balances of the Class A--PB1, Class A--PB2, Class A-1, Class A-2 and Class A-3 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-PB2 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-PB2 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1, Class A--PB2, Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv) , (v) and (vi) above); (viii) after the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-PB1 and Class A-PB2 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-4 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-4 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1, Class A--PB2, Class A-1, Class A-2 and Class A-3 Certificates pursuant to clauses (ii), (iii), (iv), (v), (vi) and (vii) above); (ix) after the Class Principal Balances of the Class A-1, Class A-2, Class A-3, Class A-PB1, Class A--PB2 and Class A-4 Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-5 Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-5 Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 1 Principal Distribution Amount and, after the Class Principal Balance of the Class A-1A Certificates has been reduced to zero, the entire Loan Group 2 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clause (ix) below on such Distribution Date (in each case, net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-PB1, Class A--PB2, Class A-1, Class A-2, Class A-3 and Class A-4 Certificates pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii) and (viii) above); (x) to distributions of principal to the Holders of the Class A-1A Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-1A Certificates outstanding immediately prior to such Distribution Date) equal to the entire Loan Group 2 Principal Distribution Amount and, after the Class Principal Balances of the Class A-PB1, Class A--PB2, Class A-1, Class A-2, Class A-3, Class A-4 and Class A-5 Certificates have been reduced to zero, the entire Loan Group 1 Principal Distribution Amount for such Distribution Date remaining after making any distributions required pursuant to clauses (ii), (iii), (iv), (v), (vi), (vii), (viii) and (ix) above; (xi) to distributions to the Holders of the Class A-PB1 Certificates, the Class A--PB2 Certificates, the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, ~~the~~ Class ~~A-AB~~ A-5 Certificates and the Class ~~A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1~~ A-1A Certificates, ~~Class A-2~~ pro rata as among such Classes of Certificates, ~~Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates~~in accordance with, in an amount up equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to ~~the Group 1 Principal Distribution Amount for~~ each such ~~Distribution Date and, after the Certificate Balance~~ Class of ~~the Class A-BP~~ Certificates ~~has been reduced~~ and not previously reimbursed; (xii) to ~~zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first,~~ distributions of interest to the Holders of the Class A-AB M Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to ~~the Principal Distribution Amount for such Distribution Date, until the~~ all Distributable Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date;~~ Date (~~v) fifth, after the Certificate Balances~~ net of ~~the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero,~~ any portion thereof distributed on such Distribution Date to the Holders of ~~the~~ any other Class ~~A-S~~ of Certificates ~~in reduction~~ pursuant to any prior clause of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zerothis Section 4.01(a)); (vixiii) ~~sixth, to the Holders of~~ after the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Principal Balances of the Class A Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-M Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-M Certificates outstanding immediately prior to such Distribution Date) equal to the Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xiv) to distributions to the Holders of the Class A-M Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Expenses, if any, previously allocated to the Class A-M Certificates and not previously reimbursed; (xv) to distributions of interest to the Holders of the Class A-J Certificates, in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xvi) after the Class Principal Balances of the Class A Certificates and the Class A-M Certificates have been reduced to zero, to distributions of principal to the Holders of the Class A-J Certificates, in an amount (not to exceed the Class Principal Balance of the Class A-J Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xvii) to distributions to the Holders of the Class A-J Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class A-J Certificates and not previously reimbursed; (xviii) to distributions of interest to the Holders of the Class B Certificates, in ~~reduction of the Certificate Balance thereof, up to~~ an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xix) after the Class A Principal Balance of the Class A-J Certificates ~~have~~ has been ~~made on~~ reduced to zero, to distributions of principal to the Holders of the Class B Certificates, in an amount (not to exceed the Class Principal Balance of the Class B Certificates outstanding immediately prior to such Distribution Date) ~~until~~ equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (xx) to distributions to the Holders of the Class B Certificates, in an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the Class B Certificates and not previously reimbursed; (xxi) to distributions of interest to the Holders of the Class C Certificates, in an amount equal to all Distributable Certificate Interest in respect of such Class of Certificates for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates; (xxii) after the Class Principal Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, in ~~respect of interest, up to~~ an amount ~~equal~~ (not to ~~the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of~~ exceed the Class ~~A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates ~~has been reduced~~ outstanding immediately prior to ~~zero~~such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Certificates pursuant to any prior clause of this Section 4.01(a)); (~~xii~~xxiii) ~~twelfth,~~ to distributions to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in ~~respect of interest, up to~~ an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to the ~~respective Interest Distribution Amounts in respect of such~~ Class of C Certificates ~~for such Distribution Date~~and not previously reimbursed; (~~xiv~~xxiv) ~~fourteenth, after the Certificate Balances~~ to distributions of ~~the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero,~~ interest to the Holders of the Class D Certificates, in ~~reduction of the Certificate Balance thereof,~~ an amount equal to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions~~ all Distributable Certificate Interest in respect of the Class ~~A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class~~ D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution ~~Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero~~Date and, to the ~~Holders of the Class E-RR Certificates~~extent not previously paid, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tall prior Distributi

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wachovia Bank Commercial Mortgage Trust Series 2006-C25)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Jp Morgan Chase Com Mort Sec Corp Pas THR CRT Ser 2002 Cibc5)

Distributions. (a) ~~[Reserved] (b~~Amounts allocated to the Class of Exchangeable REMIC Certificates pursuant to this Section 4.01(a) will be calculated assuming no exchanges have ever occurred. Exchangeable Certificates will receive distributions in accordance with Section 4.01(h) and will not be allocated amounts under this Section 4.01(a). On each Distribution Date, the Pool Distribution Amount will be applied in the following amounts, to the extent the Pool Distribution Amount is sufficient therefor, in the manner and in the order of priority as follows: first, to the Classes of Class A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Class A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to a Class of Accrual Certificates pursuant to this provision will instead be distributed in reduction of the ~~Available Funds~~ Principal Balances of certain Classes of Class A Certificates, in accordance with Section 4.01(b); second, to the Classes of Class A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Class A Unpaid Interest Shortfall; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to a Class of Accrual Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Class A Certificates, in accordance with Section 4.01(b); third, concurrently, to the Class A Non-PO Certificates and the Class A-PO Certificates, pro rata, based on their respective Class A Non-PO Optimal Principal Amount and Class A-PO Optimal Principal Amount, (1) to the Classes of Class A Certificates (other than the Class A-PO Certificates), in an aggregate amount up to the Class A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b) or Section 4.01(c), as applicable, and (2) to the Class A-PO Certificates in an amount up to the Class A-PO Optimal Principal Amount; fourth, to the Class A-PO Certificates in an amount up to the Class A-PO Deferred Amount from amounts otherwise distributable (without regard to this Paragraph fourth) first to the Class B-6 Certificates pursuant to Paragraph twenty-second, below, second to the Class B-5 Certificates pursuant to Paragraph nineteenth, below, third to the Class B-4 Certificates pursuant to Paragraph sixteenth, below, fourth to the Class B-3 Certificates pursuant to Paragraph thirteenth, below, fifth to the Class B-2 Certificates pursuant to Paragraph tenth below, and sixth to the Class B-1 Certificates pursuant to Paragraph seventh below; fifth, to the Class B-1 Certificates in an amount up to the Interest Accrual Amount for the Class B-1 Certificates with respect to such Distribution Date; sixth, to the Class B-1 Certificates in an amount up to the Class B-1 Unpaid Interest Shortfall; seventh, to the Class B-1 Certificates in an amount up to the Class B-1 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-1 Certificates pursuant to this Paragraph seventh will be reduced by the amount, if any, that would have been distributable to the Class B-1 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eighth, to the Class B-2 Certificates in an amount up to the Interest Accrual Amount for the Class B-2 Certificates with respect to such Distribution Date; ninth, to the Class B-2 Certificates in an amount up to the Class B-2 Unpaid Interest Shortfall; tenth, to the Class B-2 Certificates in an amount up to the Class B-2 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-2 Certificates pursuant to this Paragraph tenth will be reduced by the amount, if any, that would have been distributable to the Class B-2 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; eleventh, to the Class B-3 Certificates in an amount up to the Interest Accrual Amount for the Class B-3 Certificates with respect to such Distribution Date; twelfth, to the Class B-3 Certificates in an amount up to the Class B-3 Unpaid Interest Shortfall; thirteenth, to the Class B-3 Certificates in an amount up to the Class B-3 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-3 Certificates pursuant to this Paragraph thirteenth will be reduced by the amount, if any, that would have been distributable to the Class B-3 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; fourteenth, to the Class B-4 Certificates in an amount up to the Interest Accrual Amount for the Class B-4 Certificates with respect to such Distribution Date; fifteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Unpaid Interest Shortfall; sixteenth, to the Class B-4 Certificates in an amount up to the Class B-4 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-4 Certificates pursuant to this Paragraph sixteenth will be reduced by the amount, if any, that would have been distributable to the Class B-4 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; seventeenth, to the Class B-5 Certificates in an amount up to the Interest Accrual Amount for the Class B-5 Certificates with respect to such Distribution Date; eighteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Unpaid Interest Shortfall; nineteenth, to the Class B-5 Certificates in an amount up to the Class B-5 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-5 Certificates pursuant to this Paragraph nineteenth will be reduced by the amount, if any, that would have been distributable to the Class B-5 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; twentieth, to the Class B-6 Certificates in an amount up to the Interest Accrual Amount for the Class B-6 Certificates with respect to such Distribution Date; twenty-first, to the Class B-6 Certificates in an amount up to the Class B-6 Unpaid Interest Shortfall; twenty-second, to the Class B-6 Certificates in an amount up to the Class B-6 Optimal Principal Amount; provided, however, that the amount distributable to the Class B-6 Certificates pursuant to this Paragraph twenty-second will be reduced by the amount, if any, that would have been distributable to the Class B-6 Certificates hereunder used to pay the Class A-PO Deferred Amount as provided in Paragraph fourth above; and twenty-third, to the Holder of the Class A-R Certificate, any amounts remaining in the Payment Account. Notwithstanding the foregoing, after the Principal Balance of any Class has been reduced to zero, such Class will be entitled to no further distributions of principal or interest (including, without limitation, any Unpaid Interest Shortfalls). With respect to any Distribution Date, the ~~Certificate Administrator~~ amount of the Principal Adjustment, if any, attributable to any Class of Class B Certificates will be allocated to the Classes of Class A Non-PO Certificates and any Class of Class B Certificates with a lower numerical designation pro rata based on their outstanding Principal Balances. On each Distribution Date, any Reimbursement Amount shall be ~~deemed~~ distributed sequentially to ~~transfer~~ the Classes of Certificates (other than Exchangeable Certificates) then outstanding which bore the loss to which such Reimbursement Amount relates beginning with the most senior of such Class of Certificates, up to, with respect to each Class, the amount of loss borne by such Class. Any Reimbursement Amount remaining after the application described in the preceding sentence shall be included in the Pool Distribution Amount. Distributions on the Uncertificated Lower-Tier Interests. Each Uncertificated Lower-Tier Interest shall receive distributions in respect of principal in an amount equal to the amount of principal distributed to its respective Corresponding Upper-Tier Class, Classes or Component as provided herein. Each Uncertificated Lower-Tier Interest (other than the Class A-LPO Interest) shall receive distributions in respect of interest in an amount equal to the Interest Accrual Amounts and Unpaid Interest Shortfalls, as the case may be, in respect of its Corresponding Upper-Tier Class, Classes or Component in each case to the extent actually distributed thereon (or, in the case of a Class of Accrual Certificates, added to its Principal Balance). Such amounts distributed to the Uncertificated Lower-Tier Interests in respect of principal and interest with respect to any Distribution Date are referred to herein collectively as the "Lower-Tier Distribution ~~Amount from~~ Amount." As of any date, the principal balance of each Uncertificated Lower-Tier ~~REMIC Distribution Account to~~ Interest equals the Principal Balances of the respective Corresponding Upper-Tier ~~REMIC Distribution Account in~~ Class, Classes or Component. The initial principal balance of each Uncertificated Lower-Tier Interest equals the ~~amounts and priorities set forth in Section 4.01(d)~~ Original Principal Balances of the respective Corresponding Upper-Tier Class, Classes or Component. The pass-through rate with respect to the Class A-L2 Interest, Class A-L3 Interest, Class A-L10 Interest, Class A-L16 Interest, Class A-L38 Interest, Class A-L44 Interest, Class A-L52 Interest and Class A-L59 Interest, Class A-LUR Interest, Class B-L1 Interest, Class B-L2 Interest, Class B-L3 Interest, Class B-L4 Interest, Class B-L5 Interest and Class B-L6 Interest shall be 6.000% per annum. The Class A-LPO Interest is a principal-only interest and is not entitled to distributions of interest. Any Non-Supported Interest Shortfalls and Relief Act Shortfalls will be allocated to each ~~Class of~~ Uncertificated Lower-Tier ~~Regular Interests, and immediately thereafter, shall make distributions thereof from~~ Interest in the ~~Upper~~same relative proportions as interest is allocated to such Uncertificated Lower-Tier Interest. (b) The Interest Only Certificates are not entitled to distributions in respect of principal. The allocation of the Class A Non-PO Principal Distribution Amount or any Accrual Distribution Amount to a Class of Exchangeable REMIC Certificates will be made assuming no exchanges have ever occurred. Amounts distributable to Exchangeable Certificates will be made as described in Section 4.01(h). I. On each Distribution ~~Account in~~ Date occurring prior to the ~~following order of priority~~Accretion Termination Date for the Class A-13 Certificates, ~~satisfying in full~~the applicable Accrual Distribution Amount will be distributed, sequentially, as follows: first, concurrently, to the ~~extent required~~ Class A-10 and ~~possible~~Class A-12 Certificates, pro rata; and second, to the Class A-13 Certificates. II. On each ~~priority before making any distribution with respect~~ Distribution Date occurring prior to ~~any succeeding priority~~the Accretion Termination Date for the Class A-15 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, to the Class A-14 and Class A-15 Certificates: III. On each Distribution Date occurring prior to the Accretion Termination Date for the Class A-42 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, to the Class A-41 and Class A-42 Certificates. IV. On each Distribution Date occurring prior to the Accretion Termination Date for the Class A-55 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, as follows: first, concurrently, to the Class A-52 and Class A-54 Certificates, pro rata; and second, to the Class A-55 Certificates. V. On each Distribution Date occurring prior to the Accretion Termination Date for the Class A-57 Certificates, the applicable Accrual Distribution Amount will be distributed, sequentially, to the Class A-56 and Class A-57 Certificates. VI. On each Distribution Date occurring prior to the Subordination Depletion Date, the Class A Non-PO Principal Distribution Amount will be allocated among and distributed in reduction of the Principal Balances of the Class A Non-PO Certificates, sequentially, as follows: first, to the Class A-R Certificate; and second, concurrently, as follows: (a) 4.9200451504%, concurrently, to the Class A-59, Class A-64 and Class A-67 Certificates, pro rata; (b) 19.7565726825%, concurrently as follows: (i) ~~first~~96.3729333333%, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrentlysequentially, as follows: (A) to the Class ~~A-1~~ A-43 Certificates~~, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date~~, up to ~~an amount equal to, and pro rata in accordance with,~~ the ~~respective Interest Distribution~~ Priority I Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (vB) ~~fifth~~concurrently, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced up to ~~zero~~$1,000 for each Distribution Date, to the ~~Holders of~~ Class A-38 and Class A-40 Certificates, pro rata; (C) up to $3,186,000 for each Distribution Date, to the Class A-37 Certificates; (D) concurrently, to the Class A-38 and Class A-40 Certificates, pro rata; and (E) sequentially, to the Class A-37, Class A-41, Class A-42 and Class A-43 Certificates; and (ii) 3.6270666667%, to the Class A-65 Certificates; (c) 21.3220835018%, concurrently, as follows: (i) 96.3730032245%, sequentially, as follows: (A~~-S Certificates in reduction of~~ ) to the ~~Certificate Balance thereof~~Class A-58 Certificates, up to ~~an amount equal to~~ the ~~Principal Distribution~~ Priority II Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (~~viii~~B) ~~eighth~~sequentially, ~~after~~ up to the ~~Certificate Balances of the Class A Certificates have been reduced to zero~~PAC Principal Amount I for such Distribution Date, to the ~~Holders of~~ Class A-44 and Class A-51 Certificates; (C) concurrently, to the Class B A-52 and Class A-54 Certificates, ~~in reduction of~~ pro rata; and (D) sequentially, to the ~~Certificate Balance thereof~~Class A-55, Class A-44, Class A-51, Class A-56, Class A-57 and Class A-58 Certificates; and (ii) 3.6269967755%, to the Class A-66 Certificates; and (d) 54.0012986654%, concurrently as follows: (i) 96.3707317073%, sequentially, as follows: (A) to the Class A-36 Certificates, up to ~~an amount equal to~~ the ~~Principal Distribution~~ Priority III Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xiB) ~~eleventh~~concurrently, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero;as follows: (~~xii~~1) ~~twelfth~~81.4613282041%, ~~to the Holders of the Class C Certificates~~sequentially, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;as follows: (~~xiii~~▇) ~~thirteenth~~▇▇▇currently, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date;as follows: (~~xiv~~i) ~~fourteenth~~47.6189890413%, ~~after the Certificate Balances of the Class A Certificates~~sequentially, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tas follows:

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2007-11 Trust)

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

Appears in 1 contract

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

Distributions. (a) ~~[Reserved] (b)~~ On each ~~Distribution Date, to the extent of the Available Funds for such~~ Distribution Date, the Certificate Administrator shall ~~be deemed to transfer~~ apply amounts on deposit in the ~~Lower-Tier Distribution Amount from the Lower-Tier REMIC~~ Distribution Account to for the ~~Upper-Tier REMIC Distribution Account in the amounts~~ following purposes and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, ~~satisfying~~ in ~~full,~~ each case to the extent ~~required and possible, each priority before making any distribution with respect to any succeeding priority~~of the remaining portion of the Available Distribution Amount for such Distribution Date: (1) concurrently, (i) ~~first~~from the portion of the Available Distribution Amount attributable to Loan Group 2, to make distributions of interest to the Holders of the Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4~~ A-1A Certificates ~~the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates,~~ up to an amount equal to all Distributable Certificate Interest in respect of ~~interest~~such Class for such Distribution Date and, ~~concurrently, as follows: (A)~~ to the ~~Class A-1 Certificates~~extent not previously paid, ~~Class A-2 Certificates~~for all prior Distribution Dates, ~~Class A-3 Certificates~~if any, ~~Class A-4 Certificates and Class A-AB Certificates,~~ (ii) from the portion of the Available ~~Funds~~ Distribution Amount attributable to Loan Group 1, to make distributions of interest to the ~~Group 1 Assets for such Distribution Date~~Holders of the Class ▇-▇, ▇-▇, ▇-▇, ▇-▇▇ and A-4 Certificates, up to an amount equal to, and pro rata as among such Holders of such Classes in accordance with, all Distributable Certificate Interest in respect of each such Class for such Distribution Date and, to the ~~respective Interest~~ extent not previously paid, for all prior Distribution Dates, if any, and (iii) from the remaining portion of the Available Distribution Amount ~~for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ for such Distribution Date, up to ~~an amount equal~~ make distributions of interest to the ~~Interest Distribution Amount for such Class; and (C) to~~ Holders of the Class ~~X-A~~ X-1 and X-2 Certificates, ~~Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount~~ equal to, and pro rata as among such Holders of such Classes in accordance with, ~~the respective~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of each such Class for such ~~Classes~~Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if ~~on any~~ the Available Distribution Amount for such Distribution Date, or the applicable portion of the Available ~~Funds are~~ Distribution Amount attributable to either Loan Group, is insufficient to pay in full the total amount of interest to be ~~paid~~ distributed with respect to any of such Classes as described above, then the Available Distribution Amount will be allocated among all such Classes up to and pro rata in accordance with, their respective interest entitlements, without regard to Loan Group; (2) to make distributions of principal to the Holders of the respective Classes of ~~Certificates described~~ Class A Senior REMIC III Regular Interests, in ~~this clause~~ amounts equal to the respective portions of the Principal Distribution Amount for such Distribution Date that are allocated to such Classes as their current entitlements to principal as provided below, such distributions to be made pro rata in accordance with such respective principal entitlements of such Classes; (3) to make distributions to the Holders of the respective Classes of Class A Senior REMIC III Regular Interests, up to an amount equal to, pro rata as among such Holders of such Classes in accordance with, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class pursuant to Section 4.04(a) and not previously reimbursed. (4) concurrently, (i)) from the remaining portion of the Available Distribution Amount attributable to Loan Group 1, to make distributions of interest to the Holders of the Class A-M Certificates up to an amount equal to all Distributable Certificate Interest in respect of such Class for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (ii) from the remaining portion of the Available Distribution Amount attributable to Loan Group 2, to make distributions of interest to the Holders of the Class AM-A Certificates up to an amount equal to all Distributable Certificate Interest in respect of such Class for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the remaining portion of the Available Distribution Amount for such Distribution Date, or the applicable remaining portion of the Available ~~Funds attributed~~ Distribution Amount attributable to ~~Asset Group 2 are~~ either Loan Group, is insufficient to pay in full the total amount of interest to be ~~paid~~ distributed with respect to the Class A-~~BP Certificates~~M and/or Class AM-A Certificates as described above, then the remaining portion of the Available ~~Funds available for such~~ Distribution ~~Date shall~~ Amount will be allocated ~~among all those Classes of~~ between the Class A-M and Class AM-A Certificates up to ~~an amount equal to,~~ and pro rata in accordance with, ~~the~~ their respective ~~Interest Distribution Amount for such Classes of Certificates~~interest entitlements, without regard to ~~Asset Groups.~~Loan Group; (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a5) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance make distributions of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, principal to the Holders of the Class A-AB M and Class AM-A Certificates, in ~~an amount up~~ amounts equal to the ~~Group 1~~ respective portions of the Principal Distribution Amount ~~and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance~~ for such Distribution ~~Date; (2) second~~Date that are allocated to such Classes as their current entitlements to principal as provided below, such distributions to ~~the Holders~~ be made pro rata in accordance with such respective principal entitlements of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and Classes; (6) ~~sixth,~~ to make distributions to the Holders of the Class A-AB M and Class AM-A Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal ~~to the aggregate~~ to, pro rata as among such Holders of ~~unreimbursed~~ such Classes in accordance with, and in reimbursement of, all Realized Losses ~~previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses~~ and Additional Trust Fund Expenses, if any, previously allocated to each such ~~Class), then interest on that amount at the Pass-Through Rate for such~~ Class ~~compounded monthly from the date the related Realized Loss was allocated~~ pursuant to ~~such Class~~Section 4.04(a) and not previously reimbursed; (iv7) ~~fourth~~concurrently, (i) from the remaining portion of the Available Distribution Amount attributable to Loan Group 1, to make distributions of interest to the Holders of the Class A-S J Certificates up to an amount equal to all Distributable Certificate Interest in respect of such Class for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any, and (ii) from the remaining portion of the Available Distribution Amount attributable to Loan Group 2, to make distributions of interest to the Holders of the Class AJ-A Certificates up to an amount equal to all Distributable Certificate Interest in respect of such Class for such Distribution Date and, to the extent not previously paid, for all prior Distribution Dates, if any; provided, however, that if the remaining portion of the Available Distribution Amount for such Distribution Date, or the applicable remaining portion of the Available Distribution Amount attributable to either Loan Group, is insufficient to pay in full the total amount of interest to be distributed with respect to the Class A-J and/or Class AJ-A Certificates as described above, then the remaining portion of the Available Distribution Amount will be allocated between the Class A-J and Class AJ-A Certificates up to and pro rata in accordance with, their respective interest entitlements, without regard to Loan Group; (8) to make distributions of principal to the Holders of the Class A-J and Class AJ-A Certificates, in ~~respect~~ amounts equal to the respective portions of ~~interest~~the Principal Distribution Amount for such Distribution Date that are allocated to such Classes as their current entitlements to principal as provided below, such distributions to be made pro rata in accordance with such respective principal entitlements of such Classes; (9) to make distributions to the Holders of the Class A-J Certificates and Class AJ-A Certificates, up to an amount equal to, pro rata as among such Holders of such Classes in accordance with, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to each such Class pursuant to Section 4.04(a) and not previously reimbursed; (10) to make distributions of interest to the Holders of the Class B Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (v11) ~~fifth,~~ after the ~~Certificate~~ Class Principal Balances of the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class~~ A-~~AB Certificates~~ J and Class AAJ-BP A Certificates have been reduced to zero, to ~~the Holders~~ make distributions of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, principal to the Holders of the Class B Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance REMIC III Regular Interests pursuant to any prior clause of this Section 4.01(a)); (12) to make distributions to the Holders of the Class B Certificates, up to an amount equal to, and in ~~respect~~ reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of ~~interest~~Certificates pursuant to Section 4.04(a) and not previously reimbursed; (13) to make distributions of interest to the Holders of the Class C Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~viii~~14) ~~eighth,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal ~~Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate~~ Balance of the Class B Certificates has been reduced to zero~~; (ix) ninth~~, to ~~the Holders~~ make distributions of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, principal to the Holders of the Class C Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class of Principal Balance REMIC III Regular Interests pursuant to any prior clause of this Section 4.01(a)); (15) to make distributions to the Holders of the Class C Certificates, up to an amount equal to, and in ~~respect~~ reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of ~~interest~~Certificates pursuant to Section 4.04(a) and not previously reimbursed; (16) to make distributions of interest to the Holders of the Class D Certificates, up to an amount equal to ~~the~~ all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xi17) ~~eleventh,~~ after the ~~Certificate Balances of the~~ Class ~~A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the~~ Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero~~; (xii) twelfth~~, to ~~the Holders~~ make distributions of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, principal to the Holders of the Class D Certificates, up to an amount (not to exceed the Class Principal Balance of such Class of Certificates ~~and~~ outstanding immediately prior to such Distribution Date) equal to the entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class X-of Principal Balance REMIC III Regular Interests pursuant to any prior clause of this Section 4.01(a)); (18) to make distributions to the Holders of the Class D Certificates~~, in respect of interest~~, up to an amount equal to, and ~~pro rata~~ in ~~accordance with~~reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (19) to make distributions of interest to the ~~respective~~ Holders of the Class E Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amounts~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xiv~~20) ~~fourteenth,~~ after the ~~Certificate Balances of the~~ Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero~~; (xv) fifteenth~~, to make distributions of principal to the Holders of the Class D E Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance REMIC III Regular Interests pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xvi~~21) ~~sixteenth,~~ to make distributions to the Holders of the Class ~~E-RR~~ E Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (22) to make distributions of interest to the Holders of the Class F Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xvii~~23) ~~seventeenth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, the Class B Certificates, the Class C~~ E Certificates ~~and Class D Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, principal to the Holders of the Class ~~E-RR~~ F Certificates, ~~first~~ up to an amount (not to exceed the Class -209- Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance REMIC III Regular Interests pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xix~~24) ~~nineteenth,~~ to make distributions to the Holders of the Class ~~F-RR~~ F Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (25) to make distributions of interest to the Holders of the Class G Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (xx26) ~~twentieth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D~~ F Certificates ~~and Class E-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, principal to the Holders of the Class ~~F-RR~~ G Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance REMIC III Regular Interests pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxii~~27) ~~twenty-second,~~ to make distributions to the Holders of the Class ~~G-RR~~ G Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (28) to make distributions of interest to the Holders of the Class H Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xxiii~~29) ~~twenty-third,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR~~ G Certificates ~~and Class F-RR Certificates have~~ has been reduced to zero, to ~~the Holders~~ make distributions of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, principal to the Holders of the Class ~~G-RR~~ H Certificates, ~~first~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate~~ entire Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of any other Class ~~compounded monthly from the date the related Realized Loss was allocated~~ of Principal Balance REMIC III Regular Interests pursuant to ~~such Class~~any prior clause of this Section 4.01(a)); (~~xxv~~30) ~~twenty-fifth,~~ to make distributions to the Holders of the Class ~~H-RR~~ H Certificates~~, in respect of interest~~, up to an amount equal to, and in reimbursement of, all Realized Losses and Additional Trust Fund Expenses, if any, previously allocated to such Class of Certificates pursuant to Section 4.04(a) and not previously reimbursed; (31) to make distributions of interest to the Holders of the Class J Certificates, up to an amount equal to all Distributable Certificate Interest ~~Distribution Amount~~ in respect of such Class of Certificates for such Distribution ~~Date~~Date and, to the extent not previously paid, for all prior Distribution Dates, if any; (~~xxvi~~32) ~~twenty-sixth,~~ after the ~~Certificate Balances~~ Class Principal Balance of the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR~~ H Certificates ~~and Class G-RR Certificates have~~ has been reduced to zero, to make distributions of principal to the Holders of the Class ~~H-RR~~ J Certificates, ~~in reduction~~ up to an amount (not to exceed the Class Principal Balance of such Class of Certificates outstanding immediately prior to such Distribution Date) equal to the ~~Certificate Balance t~~entire Principal Distribution Amount for such Distri

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Bear Stearns Commercial Mortgage Securities Trust 2007-Pwr18)

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

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Trust 2005-Cki1)

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

Appears in 1 contract

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

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, an amount equal to the ~~extent of the Available~~ Interest Funds and Principal Funds for each Loan Group for such Distribution ~~Date, the Certificate Administrator~~ Date shall be ~~deemed to transfer~~ withdrawn by the ~~Lower-Tier Distribution Amount~~ Trustee from the ~~Lower-Tier REMIC~~ Distribution Account ~~to the Upper-Tier REMIC Distribution Account in the amounts~~ and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account distributed in the following order of priority~~, satisfying~~ : (1) Interest Funds shall be distributed in ~~full, to~~ the ~~extent required~~ following manner and ~~possible, each priority before making any distribution with~~ order of priority: (A) From Interest Funds in respect ~~to any succeeding priority~~of: (i) ~~first~~Loan Group I, to the ~~Holders of the~~ Class I-A-1 ~~Certificates, the~~ Certificates and Class I-A-2 Certificates, the Current Interest and any Interest Carry Forward Amount for each such Class, on a pro rata basis based on the entitlement of each such Class; (ii) Loan Group II, to the Class ~~A-3~~ II-A-1 Certificates and Class II-A-2 Certificates, the ~~Class A-4 Certificates the Class A-AB Certificates~~Current Interest and any Interest Carry Forward Amount for each such Class, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and on a pro rata ~~in accordance with,~~ basis based on the ~~respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion~~ entitlement of ~~Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for~~ each such Class; and (Ciii) Loan Group III, first, to the Certificate Insurer, the Certificate Insurer Premium Amount, second, to the Class XIII-A Certificates, ~~Class X-BP Certificates~~ the Current Interest and ~~Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective~~ any Interest ~~Distribution~~ Carry Forward Amount for such Class, and third, to the Certificate Insurer, with respect to any Reimbursement Amount in connection with any draws relating to interest on the Class III-A Policy; (B) From remaining Interest Funds in respect of the non-related Loan Groups, to the Class I-A, Class II-A and Class III-A Certificates, the remaining Interest Carry Forward Amount, if any, for such Classes, pro rata based on the entitlement of each such Class; provided, however, any such remaining Interest Funds that would otherwise be distributed to the Class III-A Certificates to pay the remaining Interest Carry Forward Amount for any Distribution Date will be used to pay the Certificate Insurer the Reimbursement Amount related to interest draws on the Class III-A Policy, if any, prior to paying such Interest Carry Forward Amount to the Class III-A Certificates; and (C) From remaining Interest Funds in respect of all Loan Groups, sequentially, to the Class M-1, Class M-2, Cla▇▇ ▇-▇, ▇▇▇▇▇ M-4, Class M-5 and Class M-6 Certificates, in that order, the Current Interest for each such Class. Any Excess Spread to the extent necessary to meet a level of overcollateralization equal to the Overcollateralization Target Amount will be the Extra Principal Distribution Amount and will be included as part of the Principal Distribution Amount; provided, however, any such Excess Spread that would otherwise be distributed to the Class III-A Certificates to pay the Extra Principal Distribution Amount for any Distribution Date will be used to pay the Certificate Insurer the Reimbursement Amount related to interest or principal draws on the Class III-A Policy, if any, prior to paying such Extra Principal Distribution Amount to the Class III-A Certificates. Any Remaining Excess Spread together with any Overcollateralization Release Amount will be applied as Excess Cashflow and distributed pursuant to clauses (5)(A) through (G) below. On any Distribution Date, ~~the Available Funds are insufficient to pay in full the total amount of interest to be paid to~~ any ~~of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ Relief Act Interest Shortfalls and any Prepayment Interest Shortfalls to the ~~Class A-BP Certificates, the Available Funds available for such Distribution Date shall~~ extent not covered by Compensating Interest will be allocated ~~among all those Classes~~ as set forth in the definition of ~~Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups~~"Current Interest" herein. (ii2) ~~second~~Principal Funds, to including any Extra Principal Distribution Amount, shall be distributed in the ~~Holders~~ following manner and order of ~~the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class~~ priority: (A~~-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof:~~ ) For each Distribution Date (Ii) prior to the ~~Cross-Over~~ Stepdown Date or (aii) to on which a Trigger Event is in effect: (i) To the Class ~~A-1~~ A Certificates, ~~Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to~~ the ~~Group 1~~ Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balance of the Class A-BP Certificates has been reduced~~ to ~~zero,~~ be distributed as follows: (1) from the Group 2 I Principal Distribution Amount ~~remaining after payments to the Class A-BP Certificates have been made on~~ for such Distribution Date, ~~in the following priority: (1) first~~sequentially, to the ~~Holders of the~~ Class AI-AB A-1 Certificates and Class I-A-2 Certificates, in ~~an amount up~~ that order, in each case until the Certificate Principal Balance thereof is reduced to zero; (2) from the Group 1 II Principal Distribution Amount for such Distribution Date, to the Class II-A-1 Certificates and Class II-A-2 Certificates, pro rata, based on the Certificate Principal Balance of each such Class, until the Certificate Principal Balances thereof are reduced to zero; and (~~if applicable~~3) from the Group 2 III Principal Distribution Amount for such Distribution Date, to the Class III-A Certificates, until the Certificate Principal Balance thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; (iii) To the Class ~~A-AB Certificates has been reduced to the Class A-AB Scheduled~~ M-2 Certificates, from any remaining Principal ~~Balance~~ Funds in respect of all Loan Groups for such Distribution Date; , the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (2iv) ~~second, to the Holders of~~ To the Class ~~A-1~~ M-3 Certificates, from any remaining Principal Funds in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on respect of all Loan Groups for such Distribution Date), the remaining Principal Distribution Amount, until the ~~outstanding~~ Certificate Principal Balance of thereof is reduced to zero; (v) To the Class ~~A-1 Certificates has been~~ M-4 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Funds in respect of all Loan Groups for such Distribution Date, the remaining Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (3vii) ~~third, to the Holders of~~ To the Class ~~A-2 Certificates~~ M-6 Certificates, from any remaining Principal Funds in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on respect of all Loan Groups for such Distribution Date), the remaining Principal Distribution Amount, until the ~~outstanding~~ Certificate Principal Balance ~~of the Class A-2 Certificates has been~~ thereof is reduced to zero; . (4B) ~~fourth~~For each Distribution Date on or after the Stepdown Date, ~~to the Holders of~~ so long as a Trigger Event is not in effect: (i) To the Class ~~A-3~~ A Certificates, ~~in an amount up to~~ the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date ~~and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced~~ to ~~zero,~~ be distributed as follows: (1) from the Group 1 I Principal Distribution Amount ~~remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on~~ for such Distribution Date, sequentially, to the Class I-A-1 Certificates and Class I-A-2 Certificates, in that order, the Class I-A Principal Distribution Amount for such Distribution Date, in each case until the Certificate Principal Balance ~~of the Class A-BP Certificates has been~~ thereof is reduced to zero~~; and~~ ; (II2) ~~on or after~~ from the ~~Cross-Over~~ Group II Principal Distribution Amount for such Distribution Date, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A~~II-AB A-1 Certificates and Class AII-BP A-2 Certificates, pro ~~rata (~~rata, based on ~~their respective~~ the Certificate ~~Balances) in an amount equal to~~ Principal Balance of each such Class, the Class II-A Principal Distribution Amount for such Distribution Date, until the Certificate ~~Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ Principal Balances thereof is reduced to zero; and (3) from the Group III Principal Distribution Amount for such Distribution Date, ~~without regard~~ to the Class AIII-~~AB Scheduled~~ A Certificates, the Class III-A Principal Distribution Amount for such Distribution Date, until the Certificate Principal Balance ~~or Asset~~ thereof is reduced to zero; (ii) To the Class M-1 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class M-1 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iii) ~~third, to the Holders of~~ To the Class ~~A-1~~ M-2 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class ~~A-2~~ M-2 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (iv) To the Class M-3 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class ~~A-3~~ M-3 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (v) To the Class M-4 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class ~~A-4~~ M-4 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; (vi) To the Class M-5 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class ~~A-AB Certificates and~~ M-5 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero; and (vii) To the Class ~~A-BP~~ M-6 Certificates, from any remaining Principal Distribution Amount in respect of all Loan Groups, the Class M-6 Principal Distribution Amount, until the Certificate Principal Balance thereof is reduced to zero. (3) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the Class A Certificates related to a Loan Group are no longer outstanding, the pro rata portion of the Principal Distribution Amount or the applicable Class A Principal Distribution Amount, as applicable, otherwise allocable to such Class A Certificates will be allocated among the remaining group or groups of Class A Certificates pro rata and among the Classes of each such group in the same manner and order of priority described above; provided, however, any such amount allocable to the Class III-A Certificates will be used first up to pay the Certificate Insurer any Reimbursement Amounts related to principal draws on the Class III-A Policy, if any; and (4) Notwithstanding the provisions of clauses (2)(A) and (B) above, if on any Distribution Date the pro rata portion of the applicable Class A Principal Distribution Amount allocated to a Class of Class A Certificates is insufficient to pay to such Class A Certificates the principal to which they are entitled under clause (2)(B)(i), any Excess Cashflow will be allocated in an amount equal to the lesser of the deficiency and the aggregate amount of ~~unreimbursed Realized Losses previously allocated to~~ such ~~Classes~~ Excess Cashflow, and if the pro rata (portion of the applicable Class A Principal Distribution Amount is insufficient for all Classes of Class A Certificates, then pro rata based upon the ~~aggregate unreimbursed~~ respective amounts of such deficiencies. (5) Any Excess Cashflow shall be distributed in the following manner and order of priority: (A) from any remaining Excess Cashflow, to the Class A Certificates, (a) first, any remaining Interest Carry Forward Amount for such Classes, pro rata, in accordance with the Interest Carry Forward Amount due with respect to each such Class, to the extent not fully paid pursuant to clauses (1) (A) and (B) above; provided, however, that any Excess Cashflow allocable to the Class III-A Certificates under this clause will be used to pay any unpaid Reimbursement Amounts relating to interest draws owed to the Certificate Insurer prior to paying any such Interest Carry Forward Amount to the Class III-A Certificates and (b) second, any Unpaid Realized ~~Losses previously~~ Loss Amount for such Classes for such Distribution Date, pro rata, in accordance with the Applied Realized Loss Amount allocated to each such Class~~), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~; (ivB) ~~fourth~~from any remaining Excess Cashflow, sequentially, to the ~~Holders of the~~ Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 CertificatesM-1, Class ~~A-2 Certificates~~M-2, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class Cla▇▇ ▇-▇, ▇▇▇▇▇ ~~▇-▇~~M-4, Class ~~A-3, Class A-4, Class A-AB~~ M-5 and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B M-6 Certificates, in ~~respect of interest~~that order, ~~up to~~ an amount equal to the Interest ~~Distribution~~ Carry Forward Amount ~~in respect of~~ for each such Class ~~of Certificates~~ for such Distribution Date; (~~viii~~C) ~~eighth~~from any remaining Excess Cashflow otherwise distributable to the Class CE Certificates, ~~after~~ to the ~~Certificate Balances~~ Reserve Fund to pay to the Class I-A, Class II-A and Class III-A Certificates, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, on a pro rata basis, based on the amount of the Basis Risk Shortfall Carry Forward Amount for each such Class, and in the case of the Class II-A ~~Certificates have been~~ Certificates, to the extent not covered by the Yield Maintenance Agreements; (D) from any such remaining Excess Cashflow, to pay the Certificate Insurer any Reimbursement Amount to the extent not paid above; (E) from any remaining Excess Cashflow otherwise distributable to the Class CE Certificates, to the Reserve Fund to pay to the Class M-1, Class M-2, Cla▇▇ ▇-▇, ▇▇▇▇▇ M-4, Class M-5 and Class M-6 Certificates, sequentially in that order, any Basis Risk Shortfall Carry Forward Amount for each such Class for such Distribution Date, if any, in each case to the extent not covered by the Yield Maintenance Agreements; (F) from any remaining Excess Cashflow, to the Class CE Certificates, an amount equal to the Class CE Distribution Amount reduced by amounts distributed in clauses (C) and (E) above; and (G) any remaining amounts to ~~zero~~each of the Class R-I, Class R-II and Class RX Certificates, based on the related REMIC in which such amounts remain. On each Distribution Date, all amounts in respect of Prepayment Charges shall be distributed to the Holders of the Class B P Certificates, provided that such distributions shall not be in reduction of the principal balance thereof. On the Distribution Date immediately following the expiration of the latest Prepayment Charge term as identified on the Mortgage Loan Schedule, any amount on deposit in the Class P Certificate Account will be distributed to the Holders of the Class P Certificates in reduction of the Certificate Principal Balance thereof. In addition, ~~up to an amount equal to~~ notwithstanding the ~~Principal~~ foregoing, on any Distribution ~~Amount (or~~ Date after the ~~portion thereof remaining after any distributions in respect of the Class A Certificates have been made~~ Distribution Date on ~~such Distribution Date) until~~ which the Certificate Principal Balance of ~~the~~ a Class B of Offered Certificates has been reduced to zero~~; (ix) ninth~~, ~~to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on~~ that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Offered Certificates ~~for such Distribution Date; (xi) eleventh~~will be retired and will no longer be entitled to distributions, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any including distributions in respect of Prepayment Interest Shortfalls or Basis Risk Shortfalls. (b) Subject to Section 10.02 hereof respecting the ~~Class A~~ final distribution, on each Distribution Date the Trustee shall make distributions to each Certificateholder of record on the preceding Record Date either by wire transfer in immediately available funds to the account of such holder at a bank or other entity having appropriate facilities therefor, if such Holder has so notified the Trustee at least 5 Business Days prior to the related Record Date, or, if not, by check mailed by first class mail to such Certificateholder at the address of such holder appearing in the Certificate Register. Notwithstanding the foregoing, but subject to Section 10.02 hereof respecting the final distribution, distributions with respect to Certificates registered in the name of a Depository shall be made to such Depository in immediately available funds. (c) On or before 5:00 p.m. Eastern time on the fifth Business Day immediately preceding each Distribution Date, the Master Servicer shall deliver a report to the Trustee in electronic form (or by such other means as the Master Servicer and the ~~Class B Certificates have been made on~~ Trustee may agree from time to time) containing such data and information, as agreed to by the Master Servicer and the Trustee such as to permit the Trustee to prepare the Monthly Statement to Certificateholders and to make the required distributions for the related Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Asset-Backed Certificates Series 2004-He1)

Distributions. (a) [Reserved]. (b) On each Distribution Date, the Securities Administrator shall make the following distributions from the Certificate Account of an amount equal to the ~~extent of the Available~~ Interest Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority~~, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding priority~~: (i) first, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class ~~A-1~~ P Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to any Prepayment Charges collected on the ~~Principal Distribution Amount (~~Mortgage Loans during the related Prepayment Period and all amounts paid by the Servicers, the Sellers or the ~~portion thereof remaining after any distributions~~ Transferor in respect of Prepayment Charges pursuant to this Agreement or the ~~Class A Certificates~~Transfer Agreement, ~~Class B Certificates~~ as applicable, and ~~Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance~~ all amounts received in respect of any indemnification paid as a result of a Prepayment Charge being unenforceable in breach of the ~~Class D Certificates has been reduced to zero~~representations and warranties set forth in a Sale Agreement or the related Transfer Agreement, in each case for the related Prepayment Period; (xvii) ~~fifteenth,~~ to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances each class of the Class A Certificates, the ~~Class B Certificates~~Current Interest and any Interest Carry Forward Amount with respect to such Class; provided, ~~the Class C Certificates and Class D Certificates have been reduced~~ however, if such amount is not sufficient to ~~zero, to the Holders~~ make a full distribution of the ~~Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal~~ Current Interest and any Interest Carry Forward Amount with respect to ~~the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of~~ the Class A Certificates, such amount will be distributed pro rata among each Class of the Class B A Certificates based on the ratio of (x) the Current Interest and Interest Carry Forward Amount for each Class of the Class A Certificates to (y) the total amount of Current Interest and any Interest Carry Forward Amount for the Class A Certificates in the aggregate; (iii) to the Class M-1 Certificates, the Class ~~C Certificates~~ M-1 Current Interest and any Class ~~D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero~~M-1 Interest Carry Forward Amount; (~~xviii~~iv) ~~eighteenth,~~ to the ~~Holders of~~ Class M-2 Certificates, the Class ~~E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ M-2 Current Interest and any Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~M-2 Interest Carry Forward Amount; (~~xix~~v) ~~nineteenth,~~ to the ~~Holders of~~ Class B-1 Certificates, the Class ~~F-RR Certificates, in respect of interest, up to an amount equal to, the~~ B-1 Current Interest ~~Distribution Amount in respect of such~~ and any Class ~~of Certificates for such Distribution Date~~B-1 Interest Carry Forward Amount; (xxvi) ~~twentieth, after the Certificate Balances of~~ to the Class A B-2 Certificates, ~~Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of~~ the Class ~~F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after~~ B-2 Current Interest and any ~~distributions in respect of the~~ Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zeroB-2 Interest Carry Forward Amount; (~~xxi~~vii) ~~twenty-first,~~ to the ~~Holders of~~ Class B-3 Certificates, the Class ~~F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such~~ B-3 Current Interest and any Class ~~compounded monthly from the date the related Realized Loss was allocated to such Class~~B-3 Interest Carry Forward Amount; (~~xxii~~viii) ~~twenty-second,~~ to the ~~Holders of~~ Class B-4 Certificates, the Class ~~G-RR Certificates, in respect of interest, up to an amount equal to, the~~ B-4 Current Interest ~~Distribution Amount in respect of such~~ and any Class ~~of Certificates for such Distribution Date~~B-4 Interest Carry Forward Amount; (~~xxiii~~ix) ~~twenty-third, after the Certificate Balances of~~ to the Class A B-5 Certificates, ~~Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of~~ the Class ~~G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after~~ B-5 Current Interest and any ~~distributions in respect of the~~ Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero;B-5 Interest Carry Forward Amount; and (~~xxiv~~x) ~~twenty-fourth,~~ any remainder pursuant to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;Section 4.04(f) hereof. (~~xxv~~c) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t[Reserved]

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2005-Sl2)

Distributions. (~~a) [Reserved] (b~~i) On each Distribution Date, to the extent of Available Funds, amounts held in the ~~Available Funds for such Distribution Date, the Certificate Administrator~~ Collection Account shall be ~~deemed~~ withdrawn by the Master Servicer and remitted to ~~transfer~~ the Trustee for deposit in the Lower-Tier Distribution ~~Amount from~~ Account (except that an amount equal to the AAPT Strip shall be deposited in the Class Q Distribution Account, an amount equal to the Class X-1A Strip shall be deposited in the Upper-Tier Distribution Account and an amount equal to the Class X-1B Strip shall be deposited in the Middle-Tier Distribution Account). On each Distribution Date, the amount that has been so transferred to the Lower-Tier ~~REMIC~~ Distribution Account from the Collection Account shall be distributed on the Lower-Tier Regular Interests to the Middle-Tier REMIC and the amount so deposited in the Middle-Tier Distribution Account shall be distributed on the Middle-Tier Regular Interests to the Upper-Tier ~~REMIC~~ REMIC, in accordance with the provisions set out herein. Thereafter, such amounts shall be considered to be held in the Upper-Tier Distribution Account until distributed to the Certificateholders. On each Distribution Date, the Middle-Tier REMIC shall be deemed to receive payments of interest and principal, in an aggregate amount equal to the ~~amounts and priorities set forth in Section 4.01(d) with respect~~ distributions to ~~each Class of~~ be made on that date on the Lower-Tier Regular ~~Interests~~Interests (exclusive of payments of Prepayment Premiums), ~~and immediately thereafter,~~ which distributions shall ~~make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority, satisfying in full~~be as follows: First, to ~~the extent required and possible, each priority before making any distribution with respect to any succeeding priority: (i) first, to the Holders of~~ pay interest on the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 CertificatesLA-1T, Class ~~A-2 Certificates~~LA-1S, Class ~~A-3 Certificates, Class A-4 Certificates~~ LF-T and Class ALF-~~AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date~~S Interests, up to an amount equal to, and pro rata as among such Classes in accordance with, ~~the respective~~ Interest Distribution Amount ~~for~~ in respect of each such ~~Classes; (B) to the~~ Class ~~A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2~~ for such Distribution Date; Second, (i) if (x) the sum of the Certificate Principal Amounts of the Class LA-1T and the Class LA-1S Interests exceeds (y) the product of the Loan Fraction and the sum of the Certificate Principal Amounts of the Lower-Tier Regular Interests, then to make payments of principal on the Class LA-1T and the Class LA-1S Interests, up to an aggregate amount equal to such excess, as follows: 99% of such amount to the Class LA-1T Interest in reduction of its Certificate Principal Amount and 1% of such amount to the Class LA-1S Interest in reduction of its Certificate Principal Amount; or (ii) if the amount in clause (y) exceeds the amount in clause (x), then to make payments of principal on the Class LF-T and the Class LF-S Interests, up to an aggregate amount equal to such excess, as follows: 99% of such amount to the Class LF-T Interest in reduction of its Certificate Principal Amount and 1% of such amount to the Class LF-S Interest in reduction of its Certificate Principal Amount; Third, to make payments of principal on the Class LA-1T and Class LA-1S Interests from the Principal Distribution Amount for Loan Group 1 and to the Class LF-T and Class LF-S Interests from the Principal Distribution Amount for Loan Group 2 up to an amount equal to, and pro rata as between such respective Classes, in accordance with their Certificate Principal Amounts, until such Certificate Principal Amounts have been reduced to ~~the Interest Distribution Amount for such Class~~zero; ~~and (C)~~ and Fourth, to reimburse the Class ~~X-A Certificates~~LA-1T, Class XLA-1S, Class LF-~~BP Certificates~~ T, and Class XLF-~~B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups~~S Interests, up to an amount equal to, and pro rata as between such Classes in accordance with, the sum for each Class of the Realized Losses, if any, previously deemed allocated to such Class and for which no reimbursement has previously been paid and interest thereon at the Pass-Through Rate applicable to such Class from the time allocated to such Class until repaid. Realized Losses shall be allocated to the Lower-Tier Regular Interests, in an aggregate amount equal to the allocation on such Distribution Date of Realized Losses to the Middle-Tier Regular Interests, as follows: First, (i) if (x) the sum of the Certificate Principal Amounts of the Class LA-1T and the Class LA-1S Interests exceeds (y) the product of the Loan Fraction and the sum of the Certificate Principal Amounts of the Lower-Tier Regular Interests, then to reduce the respective Certificate Principal Amounts of the Class LA-1T and the Class LA-1S Interests, up to an aggregate amount equal to such excess, as follows: 99% of such allocation to the Class LA-1T Interest and 1% of such allocation to the Class LA-1S Interest; or (ii) if the amount in clause (y) exceeds the amount in clause (x), then to reduce the respective Certificate Principal Amounts of the Class LF-T and the Class LF-S Interests, up to an aggregate amount equal to such excess, as follows: 99% of such allocation to the Class LF-T Interest and 1% of such allocation to the Class LF-S Interest; and Second, to the Class LA-1T and Class LA-1S Interest in respect of Realized Losses on the Group 1 Loans and to the Class LF-T and Class LF-S Interests in respect of Realized Losses on the Group 2 Loans pro rata as between such respective Classes in accordance with their respective Certificate Principal Amounts, until such Certificate Principal Amounts have been reduced to zero. Any Prepayment Premium distributed on a Middle-Tier Regular Interest on such Distribution Date shall be deemed paid on the Classes of Lower-Tier Regular Interests, to the Lower-Tier Regular Interests pro rata as among such Classes in accordance with their respective Certificate Principal Amounts. Any Excess Prepayment Interest Shortfall shall be allocated to the Lower-Tier Regular Interests pro rata, in accordance with the Interest Distribution Amount of such Classes before reduction for such Net Prepayment Interest Shortfall. (ii) Principal amounts, rates of interest and timing of payments on each Middle-Tier Regular Interest (other than the Class MX-1B Interest) will be identical to such amounts, rates, and timing on the corresponding Related Certificates, except that, solely for this purpose, all calculations of interest with respect to the Related Middle-Tier Regular Interests shall be made as though the Class A-2A, Class A-2B, Class A-2C, Class A-2D, Class B, Class C, Class D, Class E, Class F and Class G Certificate Pass-Through Rates were equal to the Adjusted WAC Rate and as though the Class X-2 Notional Amount were zero at all times, such that the rates of interest and timing of interest payments on each Related Middle-Tier Regular Interest represent the aggregate of the corresponding amounts on each Related Certificate and its related component of the Class X-2 Certificates. With respect to any Distribution Date and the Class MX-1B Interest, the Interest Distribution Amount distributable thereon shall be based on an Interest Accrual Amount equal to interest for the related Interest Accrual Period at the Pass-Through Rate for such Class on the Notional Amount of the Class X-1B Certificates. Any Prepayment Premium that is to be paid to a Regular Certificate, other than the Class X-1A, Class X-1B or Class X-2 Certificates, shall be paid to the Related Middle-Tier Regular Interest, and the balance of any such Prepayment Premium, so long as any one or more of the Class MA-1A, Class M▇-▇▇, ▇▇▇▇▇ ▇▇-▇▇, ▇▇▇▇▇ ▇▇-▇▇, Class MA-2C, Class MA-2D, Class MB, Class MC, Class MD, Class ME, Class MF or Class MG Interests remain outstanding, shall be paid to such Middle-Tier Regular Interests, pro rata, in proportion to the Interest Distribution Amount for the Related Certificates for such ~~Classes; provided~~Distribution Date. Realized Losses shall be allocated to, ~~however~~and shall reduce the Certificate Principal Amounts of, if each Class of Middle-Tier Regular Interests without distribution on any Distribution Date, to the ~~Available Funds are insufficient~~ extent that the Certificate Principal Amount of such Class exceeds the Certificate Principal Amount of the corresponding Related Certificates because of Realized Losses allocated to ~~pay~~ such Related Certificates. (b) On each Distribution Date prior to the Cross-over Date, Holders of each Class of Certificates (other than the Class M, Class Q, Class R, Class MR and Class LR Certificates) shall receive distributions from amounts on deposit in ~~full~~ the ~~total amount~~ Upper-Tier Distribution Account in respect of interest and principal, to ~~be paid to any~~ the extent of Available Funds, in the ~~Classes~~ amounts and in the order of ~~Certificates described in this clause~~ priority set forth below: (i)) First, ~~or the portion~~ pro rata, in respect of ~~Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid~~ interest, to the Class AA-▇, ▇▇▇▇▇ ▇-BP ▇▇, ▇▇▇▇▇ ▇-▇▇, Class A-2C, Class A-2D, Class X-1A, Class X-1B and Class X-2 Certificates, ~~the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates~~ up to an amount equal to, and pro rata as among such Classes in accordance with, the ~~respective~~ Interest Distribution ~~Amount for~~ Amounts of such ~~Classes of Certificates, without regard to Asset Groups.~~Classes; (ii) ~~second~~Second, to the ~~Holders of the~~ Class ~~A-1~~ A Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates~~ in reduction of their respective Certificate Principal Amounts in the ~~Certificate Balances thereof: (I) prior to the Cross-Over Date~~ following order: (a) first, to the Class A-1 Certificates, second, to the Class ~~A-2~~ A-2A Certificates, third, to the Class ~~A-3~~ A-2B Certificates, fourth, to the Class ~~A-4 Certificates~~ A-2C Certificates, and fifth, to the Class ~~A-AB~~ A-2D Certificates, in each case up to an amount equal to the lesser of (i) the Certificate Principal Amount thereof and (ii) the Principal Distribution Amount with respect to Loan Group 1 for such Distribution Date; (b) if, after giving effect to the payments described in clause (a), the Certificate Principal Amount of the Class A-1 Certificates exceeds the aggregate Stated Principal Balance of the Group 1 Components as of their Due Date in the related Collection Period, then to the Class A-1 Certificates up to the ~~Group 1~~ lesser of (i) the amount of such excess and (ii) the Principal Distribution Amount with respect to Loan Group 2 for such Distribution ~~Date~~ Date; and (c) first, ~~after~~ to the Class A-2A Certificates, second, to the Class A-2B Certificates, third, to the Class A-2C Certificates, fourth, to the Class A-2D Certificates and fifth, to the Class A-1 Certificates in each case up to an amount equal to the lesser of (i) the Certificate ~~Balance of~~ Principal Amount thereof and (ii) the ~~Class A-BP Certificates has been reduced to zero, the Group 2~~ Principal Distribution Amount ~~remaining after payments~~ with respect to ~~the Class A-BP Certificates have been made on~~ Loan Group 2 for such Distribution Date, in ~~the following priority: (1) first,~~ each cases after giving effect to the ~~Holders~~ payments described in clauses (a) and (b); provided, that, if the remaining portion of the Available Funds for such Distribution Date after giving effect to payments pursuant to clause (a) above would be less than the Principal Distribution Amount with respect to Loan Group 2 for such date, payments pursuant to this paragraph shall be made pursuant to clauses (a) and (c) above on a pro rata basis in accordance with the relative entitlement of each Class of Class A Certificates before giving effect to any payments pursuant to clause (b) above; (iii) Third, pro rata, (A) to the Class B Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount of such Class, (B) to the Class X-2 Certificates in respect of the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Principal Amount of the Class ~~A-AB Certificates, in~~ B Certificates up to an amount up equal to the ~~Group 1 Principal~~ aggregate Reduction Interest Distribution Amount so attributable and (~~if applicable~~C) ~~the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ to the Class ~~A-AB Scheduled Principal Balance~~ X-2 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls for such Distribution Date; ; (2iv) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over DateFourth, to the Class ~~A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP~~ B Certificates, ~~pro rata (based on their respective~~ in reduction of the Certificate ~~Balances) in~~ Principal Amount thereof, up to an amount equal to the Principal Distribution Amount ~~for such~~ less the portion of the Principal Distribution ~~Date~~Amount distributed pursuant to all prior clauses, until the Certificate ~~Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates~~ Principal Amount thereof is reduced to zero; (v) Fifth, ~~without regard~~ to the Class ~~A-AB Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1~~ B Certificates, ~~the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such ~~Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such~~ Class), ~~then~~ plus interest ~~on that amount~~ thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (ivvi) ~~fourth~~Sixth, pro rata, (A) to the ~~Holders of the~~ Class ~~A-S~~ C Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount of such Class, (B) to the Class X-2 Certificates in respect of ~~such~~ the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Principal Amount of the Class of C Certificates up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class X-2 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls for such Distribution Date; (vvii) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zeroSeventh, to the ~~Holders of the~~ Class ~~A-S Certificates~~ C Certificates, in reduction of the Certificate ~~Balance~~ Principal Amount thereof, up to an amount equal to the Principal Distribution Amount ~~(or~~ less the portion ~~thereof remaining after any distributions in respect~~ of the ~~Class ▇-▇~~Principal Distribution Amount distributed pursuant to all prior clauses, ~~▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date)~~ until the ~~outstanding~~ Certificate ~~Balance of the Class A-S Certificates has been~~ Principal Amount thereof is reduced to zero; (viviii) ~~sixth~~Eighth, to the ~~Holders of the~~ Class ~~A-S~~ C Certificates, ~~first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ plus interest ~~on that amount~~ thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (~~vii~~ix) ~~seventh~~Ninth, pro rata, (A) to the ~~Holders of the~~ Class B D Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount of such Class, (B) to the Class X-2 Certificates in respect of ~~such~~ the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Principal Amount of the Class of D Certificates up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class X-2 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls for such Distribution Date; (~~viii~~x) ~~eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero~~Tenth, to the ~~Holders of the~~ Class B D Certificates, in reduction of the Certificate ~~Balance~~ Principal Amount thereof, up to an amount equal to the Principal Distribution Amount ~~(or~~ less the portion ~~thereof remaining after any distributions in respect~~ of the ~~Class A Certificates have been made on such~~ Principal Distribution ~~Date)~~ Amount distributed pursuant to all prior clauses, until the Certificate ~~Balance of the Class B Certificates has been~~ Principal Amount thereof is reduced to zero; (ixxi) ~~ninth~~Eleventh, to the ~~Holders of the~~ Class B D Certificates, ~~first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ plus interest ~~on that amount~~ thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) ~~tenth~~Twelfth, pro rata, (A) to the ~~Holders of the~~ Class C E Certificates, in respect of interest, up to an amount equal to the aggregate Interest Distribution Amount of such Class, (B) to the Class X-2 Certificates in respect of ~~such~~ the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Principal Amount of the Class of E Certificates up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class X-2 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls for such Distribution Date; (xixiii) ~~eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero~~Thirteenth, to the ~~Holders of the~~ Class ~~C Certificates~~ E Certificates, in reduction of the Certificate ~~Balance~~ Principal Amount thereof, up to an amount equal to the Principal Distribution Amount ~~(or~~ less the portion ~~thereof remaining after any distributions in respect~~ of the ~~Class A Certificates and the Class B Certificates have been made on such~~ Principal Distribution ~~Date)~~ Amount distributed pursuant to all prior clauses, until the Certificate ~~Balance of the Class C Certificates has been~~ Principal Amount thereof is reduced to zero; (~~xii~~xiv) ~~twelfth~~Fourteenth, to the ~~Holders of the~~ Class C E Certificates, ~~first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ plus interest ~~on that amount~~ thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (~~xiii~~xv) ~~thirteenth~~Fifteenth, pro rata, (A) to the ~~Holders of the~~ Class ~~D Certificates and Class X-D~~ F Certificates, in respect of interest, up to an amount equal ~~to, and pro rata in accordance with,~~ to the ~~respective~~ aggregate Interest Distribution ~~Amounts~~ Amount of such Class, (B) to the Class X-2 Certificates in respect of ~~such~~ the Reduction Interest Distribution Amount attributable to the notional reduction in the Certificate Principal Amount of the Class of F Certificates up to an amount equal to the aggregate Reduction Interest Distribution Amount so attributable and (C) to the Class X-2 Certificates, up to an amount equal to the aggregate unpaid Reduction Interest Shortfalls for such Distribution Date; (~~xiv~~xvi) ~~fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero~~Sixteenth, to the ~~Holders of the~~ Class D F Certificates, in reduction of the Certificate ~~Balance~~ Principal Amount thereof, up to an amount equal to the Principal Distribution Amount ~~(or~~ less the portion ~~thereof remaining after any distributions in respect~~ of the ~~Class A Certificates, Class B Certificates and Class C Certificates have been made on such~~ Principal Distribution ~~Date)~~Amount distributed pursuant to all prior clauses, until the ~~outstanding~~ Certificate ~~Balance of the Class D Certificates has been~~ Principal Amount thereof is reduced to zero; (xvxvii) ~~fifteenth~~Seventeenth, to the ~~Holders of the~~ Class D F Certificates, ~~first up to~~ an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, ~~then~~ plus interest ~~on that amount~~ thereon at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tf

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Gs Mortgage Securities Ii Series 1997-Gl I)

Distributions. Interest and principal on the Certificates will be distributed by the Securities Administrator monthly on each Distribution Date, commencing in November 2006, as instructed by the Master Servicer, in an aggregate amount equal to the sum of the Available Distribution Amount for such Distribution Date. (I) Prior to the Credit Support Depletion Date, the Available Distribution Amount shall be applied as follows: (a~~) [Reserved] (b~~) On each Distribution Date, the Securities Administrator shall apply an amount equal to the ~~extent of the~~ Available ~~Funds for such Distribution Date, the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Distribution Amount from the Lower-Tier REMIC Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account in the following order of priority: (i) Concurrently to the Class AF-1, ~~satisfying~~ Class AF-2, Class AF-3 and the Class IO Certificates, all amounts distributable pursuant to (I)(b)(i) and (I)(b)(iv); (ii) the balance, if any, of the Available Distribution Amount shall be distributed concurrently, (A) to the Class AF-1, Class AF-2, Class AF-3 and Class IO Certificates in ~~full~~the amounts distributable pursuant to (I)(b)(ii) below, up to the Non-PO Senior Optimal Principal Amount and (B) to Class PO Certificates, the Class PO Amount pursuant to (I)(b)(ii) below; (iii) to the Class PO Certificates, the Class PO Shortfall Amount, in accordance with paragraph (I)(b)(iii) below; (iv) subject to subsection (b) below, to the Class M Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) and (iii) above, in accordance with, and up to the amount calculated pursuant to, Section 6.01(I)(c) below; (v) subject to subsection (b) below, to the Class B Certificateholders, the balance, if any, of the Available Distribution Amount after making the distributions provided for in paragraphs (i) through (iv) above, in accordance with, and up to the amounts calculated pursuant to, Section 6.01(I)(d) below; and (vi) to the Class A-R Certificateholders, the balance, if any, of the Available Distribution Amount remaining after the distributions provided for in paragraphs (i) through (v) above. (b) Amounts payable to the Class A Certificateholders on any Distribution Date shall be distributed as follows: (i) to the extent ~~required~~ the amount available for distribution pursuant to paragraph (a)(i) above is sufficient: (1) to the Class AF-1 Certificateholders, (1) the Class AF-1 Interest Accrual Amount plus (2) the Class AF-1 Shortfall from the preceding Distribution Date; (2) to the Class AF-2 Certificateholders, (1) the Class AF-2 Interest Accrual Amount plus (2) the Class AF-2 Shortfall from the preceding Distribution Date; (3) to the Class AF-3 Certificateholders, (1) the Class AF-1 Interest Accrual Amount plus (2) the Class AF-3 Shortfall from the preceding Distribution Date; and; (4) to the Class IO Certificateholders, the sum of (a) the Class IO Interest Accrual Amount plus (b) the Class IO Shortfall from the preceding Distribution Date; (ii) concurrently, (A) to the Class AF-1, Class AF-2, Class AF-3 and ~~possible~~Class IO Certificates, ~~each priority before making~~ up to the Non-PO Senior Optimal Principal Amount, allocated among the Class AF-1, Class AF-2, Class AF-3 and Class IO Certificates in accordance with the Non-PO Senior Principal Payment Rules and (B) to the Class PO Certificates, the Class PO Amount ; (iii) to the Class PO Certificateholders the Class PO Shortfall Amount provided, however, that any ~~distribution~~ amount distributed pursuant to this Section 6.01(I)(b)(iii) shall not cause a further reduction in the principal balance of the Class PO Certificates; and (iv) If the Available Distribution Amount is insufficient to make the distributions set forth in paragraphs (I)(b)(i) above, the Securities Administrator shall distribute the Available Distribution Amount to the Class AF-1, Class AF-2, Class AF-3 and Class IO Certificates pro rata in accordance with ~~respect~~ the amounts otherwise distributable to them pursuant to paragraph (I)(b)(i) above. (c) Amounts payable on any ~~succeeding~~ Distribution Date to the Class M Certificateholders pursuant to Section 6.01(I)(a)(iv) shall be distributed in the following priority: (i) first, to the ~~Holders of the~~ Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable to the Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution DateMF-1 Certificateholders, up to an amount equal to (A) the Class MF-1 Interest Accrual Amount plus (B) the Class MF-1 Shortfall from the preceding Distribution ~~Amount for such Class; and~~ Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class ~~X-A Certificates, Class X-BP~~ MF-1 Certificates ~~and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata~~ in accordance ~~with, the respective Interest Distribution Amount for such Classes; provided, however, if on~~ with Section 6.01(I)(e) plus (D) any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid Carry-over Subordinated Principal Amounts with respect to the Class ~~A-BP~~ MF-1 Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups.; (ii) second, to the ~~Holders of the~~ Class ~~A-1 Certificates~~MF-2 Certificateholders, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to (A) the Class MF-2 Interest Accrual Amount plus (B) the Class MF-2 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal ~~Distribution~~ Amount ~~for such Distribution Date, until~~ allocable to the Class MF-2 Certificates in accordance with Section 6.01(I)(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class MF-2 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount allocated to the Class MF-1 Certificates in excess of the Class Certificate Balance of ~~each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset Groups~~such Class; (iii) third, to the ~~Holders of the~~ Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interestMF-3 Certificateholders, up to an amount equal to (A) the Class MF-3 Interest Accrual Amount plus (B) the Class MF-3 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class MF-3 Certificates in accordance with Section 6.01(I)(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class MF-3 Certificates plus (E) any portion of the Subordinated Optimal Principal Amount allocated to the Class MF-2 Certificates in excess of the Class Certificate Balance of such ~~Class of Certificates for such Distribution Date~~Class; (vd) ~~fifth, after the Certificate Balances of~~ Amounts payable on any Distribution Date to the Class ~~A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced~~ B Certificateholders pursuant to ~~zero~~Section 6.01(I)(a)(v) shall be distributed in the following priority: (i) first, to the ~~Holders of the~~ Class ~~A-S Certificates in reduction of the Certificate Balance thereof~~BF-1 Certificateholders, up to an amount equal to (A) the Class BF-1 Interest Accrual Amount plus (B) the Class BF-1 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal ~~Distribution~~ Amount allocable to the Class BF-1 Certificates in accordance with Section 6.01(I)(e) plus (or D) any Carry-over Subordinated Principal Amounts with respect to the Class BF-1 Certificates plus (E) any portion ~~thereof remaining after any distributions~~ of the Subordinated Optimal Principal Amount allocated to the Class M Certificates in ~~respect~~ excess of the Class ~~▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding~~ Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (~~vii~~ii) ~~seventh~~second, to the ~~Holders of the~~ Class ~~B Certificates, in respect of interest~~BF-2 Certificateholders, up to an amount equal to (A) the Class BF-2 Interest Accrual Amount plus (B) the Class BF-2 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal Amount allocable to the Class BF-2 Certificates in accordance with Section 6.01(I)(e) plus (D) any Carry-over Subordinated Principal Amounts with respect to the Class BF-2 Certificates plus (E) any portion of ~~such~~ the Subordinated Optimal Principal Amount allocated to the Class of BF-1 Certificates ~~for such Distribution Date; (viii) eighth, after the Certificate Balances~~ in excess of the Class ~~A Certificates have been reduced to zero~~Certificate Balance of such Class; and (iii) third, to the ~~Holders of the~~ Class ~~B Certificates, in reduction of the Certificate Balance thereof~~BF-3 Certificateholders, up to an amount equal to (A) the Class BF-3 Interest Accrual Amount plus (B) the Class BF-3 Shortfall from the preceding Distribution Date plus (C) the pro rata portion, if any, of the Subordinated Optimal Principal ~~Distribution~~ Amount allocable to the Class BF-3 Certificates in accordance with Section 6.01(I)(e) plus (or D) any Carry-over Subordinated Principal Amounts with respect to the Class BF-3 Certificates plus (E) any portion ~~thereof remaining after any distributions~~ of the Subordinated Optimal Principal Amount allocated to the Class BF-2 Certificates in ~~respect~~ excess of the Class A Certificate Balance of such Class. (e) On each Distribution Date, the Subordinated Optimal Principal Amount shall be allocated among the Classes of Subordinate Certificates ~~have been made~~ entitled, pursuant to the next succeeding sentence, to an allocation of principal on such Distribution Date, pro rata based upon the Class Certificate Balances of all such Classes so entitled. With respect to the Subordinate Certificates, on each Distribution Date, principal shall be distributable to (1) any Class of Subordinate Certificates which has current Credit Support (before giving effect to any distribution of principal and any Realized Losses allocable on such Distribution Date) ~~until~~ greater than or equal to the ~~Certificate Balance of~~ Original Credit Support for such Class; (2) the Class B having the lowest numerical class designation of any outstanding Class of Subordinate Certificates ~~has been reduced~~ which does not meet the criteria in (1) above; and (3) the Class BF-3 Certificates if all other outstanding Classes of Subordinate Certificates meet the criteria in (1) above or if no other Class of Subordinate Certificates is outstanding; provided, however, that no Class of Subordinate Certificates shall receive any distributions of principal if any Class of Subordinate Certificates having a lower numerical class designation than such Class fails to ~~zero;~~ meet the criteria in (ix1) ~~ninth~~above. For purposes of this paragraph, the Class M Certificates shall be deemed to ~~the Holders~~ have a lower numerical class designation than each Class of ~~the~~ Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class;. (xII) ~~tenth~~On or after the Credit Support Depletion Date, to the ~~Holders of the Class C Certificates~~Available Distribution Amount shall be applied, first, in respect of ~~interest~~interest in accordance with Section 6.01(I)(b)(i), up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificatessecond, in respect of ~~interest, up~~ principal to ~~an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such~~ each Class ~~of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances~~ of the Class A Certificates, ~~Class B Certificates and Class C Certificates have been reduced to zero~~pro rata, based upon their respective outstanding balances, and, third, the balance remaining after such distributions, if any, to the ~~Holders of the~~ Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the PassA-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance tR Certificate.

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Merrill Lynch Mortgage Investors Trust, Series 2006-Af2)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of the Available Funds for such~~ Group I Pool Distribution ~~Date~~Amount, ~~the Certificate Administrator shall be deemed to transfer the Lower-Tier~~ Group II Pool Distribution Amount, Group III Pool Distribution Amount ~~from the Lower-Tier REMIC~~ and Group IV Pool Distribution Account to the Upper-Tier REMIC Distribution Account in the amounts and priorities set forth in Section 4.01(d) with respect to each Class of Lower-Tier Regular Interests, and immediately thereafter, shall make distributions thereof from the Upper-Tier REMIC Distribution Account Amount will be applied in the following ~~order of priority, satisfying in full~~amounts, to the extent ~~required~~ the Group I Pool Distribution Amount, Group II Pool Distribution Amount, Group III Pool Distribution Amount and ~~possible~~Group IV Pool Distribution Amount are sufficient therefor, ~~each~~ in the manner and in the order of priority ~~before making any distribution~~ as follows, subject to adjustment in accordance with ~~respect to any succeeding priority~~Section 4.01(b)(v) below: (i) ~~first,~~ with respect to the ~~Holders of the~~ Group I-A Certificates and Class ~~A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class~~ I-A-~~AB Certificates~~PO Component, ~~the~~ Group II-A Certificates and Class II-A-~~BP Certificates~~PO Component, ~~the Class X~~Group III-A ~~Certificates, the Class X-BP~~ Certificates and Class III-A-PO Component and Group IV-A Certificates and Class IV-A-PO Component, from the ~~Class X-B Certificates~~Group I Pool Distribution Amount, ~~in respect of interest~~Group II Pool Distribution Amount, ~~concurrently~~Group III Pool Distribution Amount and Group IV Pool Distribution Amount, respectively, as follows: : first, (A) to the ~~Class A-1~~ Classes of Group I-A Certificates, ~~Class A-2 Certificates~~pro rata, ~~Class A-3 Certificates~~based upon their respective Interest Accrual Amounts, ~~Class A-4 Certificates and Class A-AB Certificates, from the portion of Available Funds attributable~~ in an aggregate amount up to the Group ~~1 Assets for~~ I-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accretion Termination Date, ~~up to~~ an amount equal toto the amount that would otherwise be distributable in respect of interest to the Class I-A-15 Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group II-A Interest Accrual Amount with respect to such Distribution Date; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of interest to the Class II-A-4 Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group II-A Certificates, in accordance with Section 4.01(b); (C) to the Classes of Group III-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group III-A Interest Accrual Amount with respect to such Distribution Date; or (D) to the Classes of Group IV-A Certificates, pro rata, based upon their respective Interest Accrual Amounts, in an aggregate amount up to the Group IV-A Interest Accrual Amount with respect to such Distribution Date; second, (A) to the Classes of Group I-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group I-A Unpaid Interest Shortfall; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Class I-A-15 Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group I-A Certificates, in accordance with Section 4.01(b); (B) to the Classes of Group II-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls in an aggregate amount up to the Aggregate Group II-A Unpaid Interest Shortfall; provided that prior to the applicable Accretion Termination Date, an amount equal to the amount that would otherwise be distributable in respect of unpaid interest shortfalls to the Class II-A-4 Certificates pursuant to this provision will instead be distributed in reduction of the Principal Balances of certain Classes of Group II-A Certificates, in accordance with Section 4.01(b); (C) to the Classes of Group III-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in an aggregate amount up to the Aggregate Group III-A Unpaid Interest Shortfall; or (D) to the Classes of Group IV-A Certificates, pro rata, based upon their respective Class A Unpaid Interest Shortfalls, in an aggregate amount up to the Aggregate Group IV-A Unpaid Interest Shortfall; third, (A) concurrently, to the Group I-A Certificates and the Class I-A-PO Component, pro rata, based on their respective Group I-A Non-PO Optimal Principal Amount and Class I-A-PO Optimal Principal Amount, (1) to the Classes of Group I-A Certificates, in an aggregate amount up to the Group I-A Non-PO Optimal Principal Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(i) or Section 4.01(c), as applicable, and ~~pro rata in accordance with, the respective Interest Distribution Amount for such Classes;~~ (B2) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) PO Certificates with respect to the Class XI-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, PO Component in an amount up to the Class I-A-PO Optimal Principal Amount; (B) concurrently, to the Group ~~1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of~~ II-A Certificates and the Class II-A-~~BP Certificates has been reduced~~ PO Component, pro rata, based on their respective Group II-A Non-PO Optimal Principal Amount and Class II-A-PO Optimal Principal Amount, (1) to ~~zero~~the Classes of Group II-A Certificates, in an aggregate amount up to the Group 2 II-A Non-PO Optimal Principal ~~Distribution Amount remaining after payments~~ Amount, such distribution to be allocated among such Classes in accordance with Section 4.01(b)(ii) or Section 4.01(c), as applicable, and (2) to the Class A-BP PO Certificates ~~have been made on such Distribution Date, in the following priority: (1) first,~~ with respect to the ~~Holders of the~~ Class II-A-~~AB Certificates,~~ PO Component in an amount up to the Class II-A-PO Optimal Principal Amount; (C) concurrently, to the Group 1 III-A Certificates and the Class III-A-PO Component, pro rata, based on their respective Group III-A Non-PO Optimal Principal ~~Distribution~~ Amount and Class III-A-PO Optimal Principal Amount, (~~if applicable~~1) to the Classes of Group III-A Certificates, in an aggregate amount up to the Group 2 III-A Non-PO Optimal Principal ~~Distribution~~ Amount, ~~until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced~~ such distribution to be allocated among such Classes in accordance with Section 4.01(b)(iii) or Section 4.01(c), as applicable, and (2) to the Class A-~~AB Scheduled Principal Balance for such Distribution Date; (2) second,~~ PO Certificates with respect to the ~~Holders of the~~ Class ~~A-1 Certificates,~~ III-A-PO Component in an amount up to the Class III-A-PO Optimal Principal Amount; or (D) concurrently, to the Group 1 IV-A Certificates and the Class IV-A-PO Component, pro rata, based on their respective Group IV-A Non-PO Optimal Principal ~~Distribution~~ Amount and ~~(if applicable) the Group 2~~ Class IV-A-PO Optimal Principal ~~Distribution Amount (or the portion thereof remaining after any distributions specified in subclause~~ Amount, (1) ~~above have been made on~~ to the Classes of Group IV-A Certificates, in an aggregate amount up to the Group IV-A Non-PO Optimal Principal Amount, such ~~Distribution Date~~distribution to be allocated among such Classes in accordance with Section 4.01(b)(iv) or Section 4.01(c), ~~until the outstanding Certificate Balance of~~ as applicable, and (2) to the Class ~~A-1~~ A-PO Certificates ~~has been reduced to zero; (3) third,~~ with respect to the ~~Holders of the~~ Class ~~A-2 Certificates~~ IV-A-PO Component in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class IV-A-~~AB Certificates, in an amount up to the Group 1~~ PO Optimal Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates, pro rata (based on their respective Certificate Balances) in an amount equal to the Principal Distribution Amount for such Distribution Date, until the Certificate Balance of each of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates is reduced to zero, without regard to the Class A-AB Scheduled Principal Balance or Asset GroupsAmount; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based upon the aggregate unreimbursed Realized Losses previously allocated to each such Class), then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (iv) fourth, to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (viii) eighth, after the Certificate Balances of the Class A Certificates have been reduced to zero, to the Holders of the Class B Certificates, in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on such Distribution Date) until the Certificate Balance of the Class B Certificates has been reduced to zero; (ix) ninth, to the Holders of the Class B Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (x) tenth, to the Holders of the Class C Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xi) eleventh, after the Certificate Balances of the Class A Certificates and the Class B Certificates have been reduced to zero, to the Holders of the Class C Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on such Distribution Date) until the Certificate Balance of the Class C Certificates has been reduced to zero; (xii) twelfth, to the Holders of the Class C Certificates, first up to an amount equal to the unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xiii) thirteenth, to the Holders of the Class D Certificates and Class X-D Certificates, in respect of interest, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amounts in respect of such Class of Certificates for such Distribution Date; (xiv) fourteenth, after the Certificate Balances of the Class A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class D Certificates has been reduced to zero; (xv) fifteenth, to the Holders of the Class D Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xvi) sixteenth, to the Holders of the Class E-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xvii) seventeenth, after the Certificate Balances of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class E-RR Certificates has been reduced to zero; (xviii) eighteenth, to the Holders of the Class E-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xix) nineteenth, to the Holders of the Class F-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xx) twentieth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class F-RR Certificates has been reduced to zero; (xxi) twenty-first, to the Holders of the Class F-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxii) twenty-second, to the Holders of the Class G-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxiii) twenty-third, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR Certificates, in reduction of the Certificate Balance thereof, an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on such Distribution Date), until the outstanding Certificate Balance of the Class G-RR Certificates has been reduced to zero; (xxiv) twenty-fourth, to the Holders of the Class G-RR Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (xxv) twenty-fifth, to the Holders of the Class H-RR Certificates, in respect of interest, up to an amount equal to, the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (xxvi) twenty-sixth, after the Certificate Balances of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR Certificates, in reduction of the Certificate Balance t

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Wells Fargo Mortgage Backed Securities 2006-2 Trust)

Distributions. (a~~) [Reserved] (b~~) On each Distribution Date, to the ~~extent of the Available Funds for such Distribution Date, the Certificate Administrator~~ Trustee shall transfer or be deemed to transfer ~~the Lower-Tier Distribution Amount~~ such amounts from the Lower-Tier ~~REMIC~~ Distribution Account to the Upper-Tier ~~REMIC~~ Distribution Account in the amounts and priorities set forth in Section ~~4.01(d~~4.01(c) with respect to each Class of Uncertificated Lower-Tier ~~Regular~~ Interests, and immediately thereafter, on each Distribution Date prior to the date on which the Class Principal Balance of the last outstanding Class of Subordinate Certificates has been reduced to zero, to the extent of the Available Distribution Amount for such Distribution Date, shall make distributions thereof from the Upper-Tier ~~REMIC~~ Distribution Account in the following order of priority, satisfying in full, to the extent required and possible, each priority before making any distribution with respect to any succeeding ~~priority~~priority from the Available Distribution Amount: (i) ~~first~~concurrently, ~~to the Holders~~ (i) from that portion of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates the Class A-AB Certificates, the Class A-BP Certificates, the Class X-A Certificates, the Class X-BP Certificates and the Class X-B Certificates, in respect of interest, concurrently, as follows: (A) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, from the portion of Available ~~Funds~~ Distribution Amount attributable to ~~the~~ Loan Group 1 Assets for such Distribution Date, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; (B) to the Class A-BP Certificate, from the portion of Available Funds attributable to the BP Freely Prepayable Note in Asset Group 2 for such Distribution Date, up to an amount equal to the Interest Distribution Amount for such Class; and (C) to the Class X-A Certificates, Class X-BP Certificates and Class X-B Certificates, from Available Funds for such Distribution Date, without regard to Asset Groups, up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes; provided, however, if on any Distribution Date, the Available Funds are insufficient to pay in full the total amount of interest to be paid to any of the Classes of Certificates described in this clause (i), or the portion of Available Funds attributed to Asset Group 2 are insufficient to pay in full the total amount of interest to be paid to the Class A-BP Certificates, the Available Funds available for such Distribution Date shall be allocated among all those Classes of Certificates up to an amount equal to, and pro rata in accordance with, the respective Interest Distribution Amount for such Classes of Certificates, without regard to Asset Groups. (ii) second, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates in reduction of the Certificate Balances thereof: (I) prior to the Cross-Over Date (a) to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount for such Distribution Date and, after the Certificate Balance of the Class A-BP Certificates has been reduced to zero, the Group 2 Principal Distribution Amount remaining after payments to the Class A-BP Certificates have been made on such Distribution Date, in the following priority: (No. 1) first, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount, until the outstanding Certificate Balance of the Class A-AB Certificates has been reduced to the Class A-AB Scheduled Principal Balance for such Distribution Date; (2) second, to the Holders of the Class A-1 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclause (1) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-1 Certificates has been reduced to zero; (3) third, to the Holders of the Class A-2 Certificates in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1) and (2) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-2 Certificates has been reduced to zero; (4) fourth, to the Holders of the Class A-3 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2) and (3) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-3 Certificates has been reduced to zero; (5) fifth, to the Holders of the Class A-4 Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3) and (4) above have been made on such Distribution Date), until the outstanding Certificate Balance of the Class A-4 Certificates has been reduced to zero; and (6) sixth, to the Holders of the Class A-AB Certificates, in an amount up to the Group 1 Principal Distribution Amount and (if applicable) the Group 2 Principal Distribution Amount (or the portion thereof remaining after any distributions specified in subclauses (1), (2), (3), (4) and (5) above have been made on such Distribution Date), until the outstanding Certificate Balances of the Class A-AB Certificates, without regard to the Class A-AB Scheduled Principal Balance, has been reduced to zero; and (b) to the Class A-BP Certificates, in an amount up to the Group 2 Principal Distribution Amount for such Distribution Date and, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been reduced to zero, the Group 1 Principal Distribution Amount remaining after payments to the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates and Class A-AB Certificates have been made on such Distribution Date, until the Certificate Balance of the Class A-BP Certificates has been reduced to zero; and (II) on or after the Cross-Over Date, to the Class A-1, Class A-2, Class A-AB and Class A-3 Certificates, pro rata, up to the Optimal Interest Distribution Amounts for each such Class for such Distribution Date, (ii) from that portion of the Available Distribution Amount attributable to Loan Group No. 2, to the Class A-1-A Certificates, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date and (iii) from the entire Available Distribution Amount, to the Class A-X Certificates up to the Optimal Interest Distribution Amounts for such Class for such Distribution Date; provided, however, that if the Available Distribution Amount for any Distribution Date (or the portion thereof attributable to any Group) is insufficient to pay in full the Optimal Interest Distribution Amount, as provided above, on such Distribution Date, then the entire Available Distribution Amount shall be applied to make distributions of interest to the Class A-1, Class A-2, Class A-AB, Class A-3, Class ~~A-4~~A-1-A and Class A-X and ▇▇▇▇▇▇▇cates of, up to, and pro rata as among such Classes in accordance with, the respective Optimal Interest Distribution Amounts in respect of such Classes of Certificates for such Distribution Date; (ii) to the Class A-1, Class A-1-A, Class A-2, Class A-AB and Class ~~A-BP~~ A-3 Certificates, ~~pro rata (based on their respective Certificate Balances)~~ in reduction of the Class Principal Balances thereof, an amount ~~equal~~ up to the Principal Distribution Amount for such Distribution Date, in the following order of priority: First, to the Class A-1-A Certificates, equal to the portion of the Principal Distribution Amount for such Distribution Date that is attributable to Loan Group No. 2, until the Class Principal Balance thereof has been reduced to zero; Second, to the Class A-AB Certificates, until the Class Principal Balance thereof has been reduced to the Class A-AB Targeted Principal Balance set forth for such Distribution Date on Exhibit P hereto (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A Certificates pursuant to subclause first of this clause (ii); Third, to the Class A-1 Certificates, until the Class Principal Balance thereof has been reduced to zero (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A and Class A-AB Certificates pursuant to a prior subclause of this clause (ii); Fourth, to the Class A-2 Certificates, until the Class Principal Balance thereof has been reduced to zero (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A, Class A-AB and Class A-1 Certificates pursuant to a prior subclause of this clause (ii); Fifth, to the Class A-AB Certificates, until the Certificate Balance thereof has been reduced to zero (net of ~~each~~ any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A, Class A-AB, Class A-1 and Class A-2 Certificates pursuant to a prior subclause of this clause (ii); Sixth, to the Class A-3 Certificates, until the Class Principal Balance thereof has been reduced to zero (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A, Class A-AB, Class A-1, Class A-2 and Class A-AB Certificates pursuant to a prior subclause of this clause (ii); and Seventh, to the Class A-1-A Certificates, until the Class Certificate Balance thereof has been reduced to zero (net of any distribution of principal made with respect to the Class A-1-A Certificates on such Distribution Date pursuant to subclause first of this clause (ii), up to an amount equal to the entire aggregate Principal Distribution Amount for such Distribution Date (net of any portion thereof distributed on such Distribution Date to the Holders of the Class A-1-A, Class A-1, Class A-2, Class ~~A-3~~A-AB and Class A-3 Certificates pursuant to a prior subclause of this clause (ii); provided, however, that, notwithstanding the immediately preceding subclauses First through Seventh, on each Distribution Date coinciding with or following the Senior Principal Distribution Cross-Over Date, and in any event on the final Distribution Date in connection with the termination of the Trust Fund, the Trustee shall make distributions of principal to the Holders of the Class A-1, Class ~~A-4~~A-1-A, Class A-2, Class A-AB and Class ~~A-BP Certificates is~~ A-3 Certificates, on a pro rata basis, in accordance with the respective Class Principal Balances of those Classes outstanding immediately prior to such Distribution Date, until the Class Principal Balance of each such Class has been reduced to zero, ~~without regard~~ up to, in the aggregate, the entire Principal Distribution Amount for such Distribution Date. (iii) to the Class A-1, Class A-1-A, Class A-2, Class A-AB ~~Scheduled Principal Balance or Asset Groups; (iii) third, to the Holders of the Class A-1 Certificates, the Class A-2 Certificates, the~~ and Class A-3 Certificates, the Class A-4 Certificates, the Class A-AB Certificates and the Class A-BP Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Classes pro rata (based ~~upon~~ on the aggregate unreimbursed Realized ~~Losses~~ Loss previously allocated to each such Class), ~~then interest on that amount at the Pass-Through Rate for~~ until all amounts of such ~~Class compounded monthly from the date the related~~ Realized Loss ~~was~~ previously allocated to such ~~Class~~Classes, but not previously reimbursed, have been reimbursed in full; (iv) ~~fourth,~~ to the Holders of the Class A-S Certificates, in respect of interest, up to an amount equal to the Interest Distribution Amount in respect of such Class of Certificates for such Distribution Date; (v) fifth, after the Certificate Balances of the Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-AB Certificates and Class A-BP Certificates have been reduced to zero, to the Holders of the Class A-S Certificates in reduction of the Certificate Balance thereof, up to an amount equal to the Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class ▇-▇, ▇▇▇▇▇ ▇-▇, Class A-3, Class A-4, Class A-AB and Class A-BP Certificates have been made on such Distribution Date) until the outstanding Certificate Balance of the Class A-S Certificates has been reduced to zero; (vi) sixth, to the Holders of the Class A-S Certificates, first up to an amount equal to the aggregate of unreimbursed Realized Losses previously allocated to such Class, then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class; (vii) seventh, to the Holders of the Class B Certificates, in respect of interest, up to ~~an amount equal to~~ the Optimal Interest Distribution Amount ~~in respect of~~ for such Class ~~of Certificates~~ for such Distribution Date; (~~viii~~v) ~~eighth, after the Certificate Balances of the Class A Certificates have been reduced~~ to ~~zero, to the Holders of~~ the Class B Certificates, in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount up to ~~an amount equal to~~ the Remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates have been made on~~ for such Distribution ~~Date)~~ Date until ~~the Certificate~~ such Class Principal Balance ~~of the Class B Certificates~~ has been reduced to zero; (ixvi) ~~ninth,~~ to ~~the Holders of~~ the Class B Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed~~ Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class B Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvii) ~~tenth,~~ to ~~the Holders of~~ the Class C Certificates, in respect of interest, up to ~~an amount equal to~~ the Optimal Interest Distribution Amount for such Class for such Distribution Date; (viii) to the Class C Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (ix) to the Class C Certificates, until all amounts of Realized Loss previously allocated to the Class C Certificates, but not previously reimbursed, have been reimbursed in full; (x) to the Class D Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class ~~of Certificates~~ for such Distribution Date; (xi) ~~eleventh, after the Certificate Balances of~~ to the Class ~~A Certificates and the Class B Certificates have been reduced to zero~~D Certificates, ~~to the Holders of the Class C Certificates~~ in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount up to ~~an amount equal to~~ the Remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates and the Class B Certificates have been made on~~ for such Distribution ~~Date)~~ Date until ~~the Certificate~~ such Class Principal Balance ~~of the Class C Certificates~~ has been reduced to zero; (xii) ~~twelfth,~~ to the ~~Holders of the~~ Class C D Certificates, ~~first up to an amount equal to the unreimbursed~~ until all amounts of Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class D Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xiii) ~~thirteenth, to the Holders of~~ the Class ~~D Certificates and Class X-D~~ E Certificates, in respect of interest, up to ~~an amount equal to, and pro rata in accordance with,~~ the ~~respective~~ Optimal Interest Distribution ~~Amounts in respect of~~ Amount for such Class ~~of Certificates~~ for such Distribution Date; (xiv) ~~fourteenth, after the Certificate Balances of~~ to the Class ~~A Certificates, Class B Certificates and Class C Certificates have been reduced to zero, to the Holders of the Class D~~ E Certificates, in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount ~~equal~~ up to the Remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates and Class C Certificates have been made on~~ for such Distribution ~~Date),~~ Date until ~~the outstanding Certificate~~ such Class Principal Balance ~~of the Class D Certificates~~ has been reduced to zero; (xv) ~~fifteenth,~~ to the ~~Holders of the~~ Class D E Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed~~ Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class E Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xvi) ~~sixteenth,~~ to the ~~Holders of the~~ Class ~~E-RR~~ F Certificates, in respect of interest, up to ~~an amount equal to,~~ the Optimal Interest Distribution Amount ~~in respect of~~ for such Class ~~of Certificates~~ for such Distribution Date; (xvii) ~~seventeenth, after the Certificate Balances of~~ to the Class ~~A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been reduced to zero, to the Holders of the Class E-RR~~ F Certificates, in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount ~~equal~~ up to the Remaining Principal Distribution Amount ~~(or the portion thereof remaining after any distributions in respect of the Class A Certificates, the Class B Certificates, the Class C Certificates and Class D Certificates have been made on~~ for such Distribution ~~Date),~~ Date until ~~the outstanding Certificate~~ such Class Principal Balance ~~of the Class E-RR Certificates~~ has been reduced to zero; (xviii) ~~eighteenth,~~ to the ~~Holders of the~~ Class ~~E-RR~~ F Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed~~ Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class F Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xix) ~~nineteenth,~~ to the ~~Holders of the~~ Class ~~F-RR~~ G Certificates, in respect of interest, up to ~~an amount equal to,~~ the Optimal Interest Distribution Amount ~~in respect of~~ for such Class ~~of Certificates~~ for such Distribution Date; (xx) ~~twentieth, after the Certificate Balances of~~ to the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been reduced to zero, to the Holders of the Class F-RR~~ G Certificates, in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount ~~equal~~ up to the Remaining Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates and Class E-RR Certificates have been made on for such Distribution ~~Date),~~ Date until ~~the outstanding Certificate~~ such Class Principal Balance ~~of the Class F-RR Certificates~~ has been reduced to zero; (xxi) ~~twenty-first,~~ to the ~~Holders of the~~ Class ~~F-RR~~ G Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed~~ Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class G Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxii) ~~twenty-second,~~ to the ~~Holders of the~~ Class ~~G-RR~~ H Certificates, in respect of interest, up to ~~an amount equal to,~~ the Optimal Interest Distribution Amount ~~in respect of~~ for such Class ~~of Certificates~~ for such Distribution Date; (xxiii) ~~twenty-third, after the Certificate Balances of~~ to the Class ~~A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been reduced to zero, to the Holders of the Class G-RR~~ H Certificates, in reduction of the ~~Certificate~~ Class Principal Balance thereof, an amount ~~equal~~ up to the Remaining Principal Distribution Amount (or the portion thereof remaining after any distributions in respect of the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates and Class F-RR Certificates have been made on for such Distribution ~~Date),~~ Date until ~~the outstanding Certificate~~ such Class Principal Balance ~~of the Class G-RR Certificates~~ has been reduced to zero; (xxiv) ~~twenty-fourth,~~ to the ~~Holders of the~~ Class ~~G-RR~~ H Certificates, ~~first up to an amount equal to the aggregate~~ until all amounts of ~~unreimbursed~~ Realized ~~Losses~~ Loss previously allocated to ~~such Class~~the Class H Certificates, ~~then interest on that amount at the Pass-Through Rate for such Class compounded monthly from the date the related Realized Loss was allocated to such Class~~but not previously reimbursed, have been reimbursed in full; (xxv) ~~twenty-fifth,~~ to the ~~Holders of the~~ Class ~~H-RR~~ J Certificates, in respect of interest, up to ~~an amount equal to,~~ the Optimal Interest Distribution Amount ~~in respect of~~ for such Class ~~of Certificates~~ for such Distribution Date; (xxvi) ~~twenty-sixth, after the Certificate Balances of~~ to the Class A Certificates, Class B Certificates, Class C Certificates, Class D Certificates, Class E-RR Certificates, Class F-RR Certificates and Class G-RR Certificates have been reduced to zero, to the Holders of the Class H-RR J Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xxvii) to the Class J Certificates, until all amounts of Realized Loss previously allocated to the Class J Certificates, but not previously reimbursed, have been reimbursed in full; (xxviii) to the Class K Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xxix) to the Class K Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xxx) to the Class K Certificates, until all amounts of Realized Loss previously allocated to the Class K Certificates, but not previously reimbursed, have been reimbursed in full; (xxxi) to the Class L Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xxxii) to the Class L Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xxxiii) to the Class L Certificates, until all amounts of Realized Loss previously allocated to the Class L Certificates, but not previously reimbursed, have been reimbursed in full; (xxxiv) to the Class M Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xxxv) to the Class M Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xxxvi) to the Class M Certificates, until all amounts of Realized Loss previously allocated to the Class M Certificates, but not previously reimbursed, have been reimbursed in full; (xxxvii) to the Class N Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xxxviii) to the Class N Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xxxix) to the Class N Certificates, until all amounts of Realized Loss previously allocated to the Class N Certificates, but not previously reimbursed, have been reimbursed in full; (xl) to the Class O Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xli) to the Class O Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xlii) to the Class O Certificates, until all amounts of Realized Loss previously allocated to the Class O Certificates, but not previously reimbursed, have been reimbursed in full; (xliii) to the Class P Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xliv) to the Class P Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xlv) to the Class P Certificates, until all amounts of Realized Loss previously allocated to the Class P Certificates, but not previously reimbursed, have been reimbursed in full; (xlvi) to the Class Q Certificates, in respect of interest, up to the Optimal Interest Distribution Amount for such Class for such Distribution Date; (xlvii) to the Class Q Certificates, in reduction of the Class Principal Balance thereof, an amount up to the Remaining Principal Distribution Amount for such Distribution Date until such Class Principal Balance has been reduced to zero; (xlviii) to the Class Q Certificates, until all amounts of Realized Loss previously allocated to the Class Q Certificates, but not previously reimbursed, have been reimbursed in full; and (xlix) to the Class R Certificates, the amount, if any, remaining in the Upper-Tier Distribution Account after all other distributions pursuant to this Section 4.01(a) and Section 4.01(e). (b) [Reserved]. (c) On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions from the Lower-Tier Distribution Account in respect of principal or reimbursement of Realized Loss in an amount equal to the amount of principal or reimbursement of Realized Loss distributable to such Uncertificated Lower-Tier Interest's respective Class of Related Certificates as provided in Sections 4.01(a) and (b). During each Interest Accrual Period, each Uncertificated Lower-Tier Interest shall accrue interest in an amount equal to the product of the Lower-Tier Principal Amount of each such Uncertificated Lower-Tier Interest and the Weighted Average Net Mortgage Rate. On each Distribution Date, each Uncertificated Lower-Tier Interest shall be deemed to receive distributions in respect of interest in an amount equal to the sum of (i) the amount of interest that will actually be distributed in respect of such Uncertificated Lower-Tier Interest's Related Certificates and (ii) the amount of interest that will actually be distributed in respect of such Uncertificated Lower-Tier Interest's corresponding Related Component. In all events, the amount accrued in respect of each Uncertificated Lower-Tier Interest less the amount actually distributed in respect of such Uncertificated Lower-Tier Interest shall equal the sum of (i) the Interest Shortfall Amount allocated to such Uncertificated Lower-Tier Interest's Related Certificate ~~Balance t~~based on their respective Interest Shortfall Amounts and (ii) the Interest Shortfall Amount allocated to the related Class A-X Component and attributable to such Uncertificated Lower-Tier Interest. Any amounts remaining in the Lower-Tier Distribution Ac

Appears in 1 contract

Sources: Pooling and Servicing Agreement (Credit Suisse Commercial Mortgage Trust Series 2006-C3)

Common use of Distributions Clause in Contracts