Common use of REMIC Elections Clause in Contracts

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary REMIC and the Master REMIC as a REMIC. This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool within the meaning of Section 860G(a)(9) of the Code. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Master REMIC shall consist of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Residual Interest, and all such interests shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "“startup day" ” of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The "Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than (i) the Lower-Tier REMIC Interests and (ii) the Yield Maintenance Agreements and the Reserve Fund. Each of the Lower-Tier REMIC Regular Interests is hereby designated a “regular interests" interest” (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Upper-Tier REMIC Regular Interests is hereby designated as a “regular interest” (within the meaning of Section 860G(a)(1) of the Code) in the Upper-Tier REMIC. The Class A Certificates (other than the Class ALT-R Certificate), Interest is hereby designated as the Class M Certificates and the Class B Certificates, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Lower-Tier REMIC. The Residual Interest, and all such interests shall be Interest is hereby designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Subsidiary Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as including three REMICs (the SWAP REMIC, the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "“startup day" ” of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The "Trust Fund, for federal income tax purposes will consist of (i) the REMIC Pools, (ii) the grantor trust described in Section 2.04(c), (iii) the Supplemental Interest Trust, the Swap Agreement and the Yield Maintenance Agreement and (iv) the Class A-R Reserve Fund. The SWAP REMIC shall hold as assets all property of the Trust Fund, other than the SWAP REMIC Interests, the Lower-Tier REMIC Interests and the assets described in clauses (ii), (iii) and (iv) above. Each of the SWAP REMIC Regular Interests is hereby designated a “regular interests" interest” (within the meaning of Section 860G(a)(1) of the Code) in the Master SWAP REMIC. The Lower-Tier REMIC shall consist hold as assets the several classes of uncertificated SWAP REMIC Regular Interests. Each of the Lower-Tier REMIC Regular Interests is hereby designated a “regular interest” (within the meaning of Section 860G(a)(1) of the Code) in the Lower-Tier REMIC. The Upper-Tier REMIC shall hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the REMIC Regular Interests is hereby designated as a “regular interest” (within the meaning of Section 860G(a)(1) of the Code) in the Upper-Tier REMIC. The Class A Certificates (other than the Class ASW-R Certificate), Interest is hereby designated as the Class M Certificates and the Class B Certificates, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be SWAP REMIC. The Class LT-R Interest is hereby designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Residual Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class SW-R Interest, the Class LT-R Interest, the Residual Interest and all such the right to receive payments from the Class A-R Reserve Fund. All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising three REMICs (the Lower-Tier REMIC, the Middle-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than the Lower-Tier REMIC Interests and the Middle-Tier REMIC Interests. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Middle-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class AMiddle-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary Middle-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Middle-Tier REMIC Regular Interests. Each of the Subsidiary Upper-Tier REMIC Regular Interests, and the Interests is hereby designated as a "residual regular interest" (within the meaning of Section 860G(a)(1) of the Code) in the Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Class MT-R Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Middle-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest, the Class MT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary REMIC and the Master REMIC as a REMIC. This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool within the meaning of Section 860G(a)(9) of the Code. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Master REMIC shall consist of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates Certificates, the Excess Amount Interest and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, Interests and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Residual Interest, Interest and all such interests shall be designated as such on the Startup DayDate. The regular interests in the Subsidiary Regular Interests REMIC shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will shall represent both the Master Subsidiary Residual Interest and the Subsidiary Master Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Trust Fund, for federal income tax purposes will consist of (i) the REMIC Pools, (ii) the grantor trust described in Section 2.04(c), (iii) the Yield Maintenance Agreements and (iv) the Reserve Fund. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund, other than the Lower-Tier REMIC Interests and the assets described in clauses (ii), (iii) and (iv) above. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) MORTGAGE POOL 1 — The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each the portion of the Subsidiary Trust Fund relating to Mortgage Pool 1 as including three REMICs (the SWAP REMIC, the Lower-Tier I REMIC and the Master REMIC as a Upper-Tier I REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "“startup day" ” of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The "portion of the Trust Fund related to Mortgage Pool 1, for federal income tax purposes will consist of (i) the REMIC Pools listed in the first sentence of this paragraph, (ii) the grantor trust described in Section 2.04(d)(i), (iii) the Supplemental Interest Trust and the Swap Agreement and (iv) the Class A-R Reserve Fund. The SWAP REMIC shall hold as assets all property of the Trust Fund related to Mortgage Pool 1 other than the SWAP REMIC Interests, the Lower-Tier I REMIC Interests and the assets described in clauses (ii), (iii) and (iv) above. Each of the SWAP REMIC Regular Interests is hereby designated a “regular interests" interest” (within the meaning of Section 860G(a)(1) of the Code) in the Master SWAP REMIC. The Lower-Tier I REMIC shall consist hold as assets the several classes of uncertificated SWAP REMIC Regular Interests. Each of the Lower-Tier I REMIC Regular Interests is hereby designated a “regular interest” (within the meaning of Section 860G(a)(1) of the Code) in the Lower-Tier I REMIC. The Upper-Tier I REMIC shall hold as assets the several classes of uncertificated Lower-Tier I REMIC Regular Interests. Each of the Upper-Tier I REMIC Regular Interests is hereby designated as a “regular interest” (within the meaning of Section 860G(a)(1) of the Code) in the Upper-Tier I REMIC. The Class A Certificates (other than the Class ASW-R Certificate), Interest is hereby designated as the Class M Certificates and the Class B Certificates, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be SWAP REMIC. The Class LTI-R Interest is hereby designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier I REMIC. The Residual I Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Residual Code) in the Upper-Tier I REMIC. The Class A-R Certificate evidences ownership of the Class SW-R Interest, the Class LTI-R Interest, the Residual I Interest and all such the right to receive payments from the Class A-R Reserve Fund. All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. REMICS RELATED TO MORTGAGE POOL 1 The Subsidiary Regular Interests shall be held by SWAP REMIC The following table sets forth the Master REMIC at all times designations, initial principal balances and shall not be transferable under any circumstances. Solely interest rates for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular SWAP REMIC: Class Initial Principal Balance Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Rate SW-Z $ 6,386,387.570 (1 ) SW-1A $ 3,890,188.465 (2 ) SW-1B $ 3,890,188.465 (3 ) SW-2A $ 4,081,611.930 (2 ) SW-2B $ 4,081,611.930 (3 ) SW-3A $ 4,263,925.580 (2 ) SW-3B $ 4,263,925.580 (3 ) SW-4A $ 4,436,707.035 (2 ) SW-4B $ 4,436,707.035 (3 ) SW-5A $ 4,599,443.550 (2 ) SW-5B $ 4,599,443.550 (3 ) SW-6A $ 4,751,658.750 (2 ) SW-6B $ 4,751,658.750 (3 ) SW-7A $ 4,892,915.395 (2 ) SW-7B $ 4,892,915.395 (3 ) SW-8A $ 5,022,817.935 (2 ) SW-8B $ 5,022,817.935 (3 ) SW-9A $ 5,141,014.810 (2 ) SW-9B $ 5,141,014.810 (3 ) SW-10A $ 5,247,200.625 (2 ) SW-10B $ 5,247,200.625 (3 ) SW-11A $ 5,341,118.010 (2 ) SW-11B $ 5,341,118.010 (3 ) SW-12A $ 5,422,559.235 (2 ) SW-12B $ 5,422,559.235 (3 ) SW-13A $ 5,263,542.320 (2 ) SW-13B $ 5,263,542.320 (3 ) SW-14A $ 5,109,187.420 (2 ) SW-14B $ 5,109,187.420 (3 ) SW-15A $ 4,959,357.880 (2 ) SW-15B $ 4,959,357.880 (3 ) SW-16A $ 4,813,921.055 (2 ) SW-16B $ 4,813,921.055 (3 ) SW-17A $ 4,672,748.185 (2 ) SW-17B $ 4,672,748.185 (3 ) 42 Class AInitial Principal Balance Interest Rate SW-18A $ 4,535,714.285 (2 ) SW-18B $ 4,535,714.285 (3 ) SW-19A $ 4,402,698.035 (2 ) SW-19B $ 4,402,698.035 (3 ) SW-20A $ 4,273,581.660 (2 ) SW-20B $ 4,273,581.660 (3 ) SW-21A $ 4,148,250.845 (2 ) SW-21B $ 4,148,250.845 (3 ) SW-22A $ 4,026,594.635 (2 ) SW-22B $ 4,026,594.635 (3 ) SW-23A $ 3,908,505.305 (2 ) SW-23B $ 3,908,505.305 (3 ) SW-24A $ 3,793,878.310 (2 ) SW-24B $ 3,793,878.310 (3 ) SW-25A $ 3,682,612.140 (2 ) SW-25B $ 3,682,612.140 (3 ) SW-26A $ 3,574,608.295 (2 ) SW-26B $ 3,574,608.295 (3 ) SW-27A $ 3,469,771.135 (2 ) SW-27B $ 3,469,771.135 (3 ) SW-28A $ 3,726,584.685 (2 ) SW-28B $ 3,726,584.685 (3 ) SW-29A $ 3,958,308.515 (2 ) SW-29B $ 3,958,308.515 (3 ) SW-30A $ 3,272,148.980 (2 ) SW-30B $ 3,272,148.980 (3 ) SW-31A $ 3,965,416.430 (2 ) SW-31B $ 3,965,416.430 (3 ) SW-32A $ 3,158,636.585 (2 ) SW-32B $ 3,158,636.585 (3 ) SW-33A $ 3,784,274.490 (2 ) SW-33B $ 3,784,274.490 (3 ) SW-34A $ 4,128,695.575 (2 ) SW-34B $ 4,128,695.575 (3 ) SW-35A $ 3,069,497.270 (2 ) SW-35B $ 3,069,497.270 (3 ) SW-36A $ 3,117,094.625 (2 ) SW-36B $ 3,117,094.625 (3 ) SW-37A $ 1,396,036.275 (2 ) SW-37B $ 1,396,036.275 (3 ) SW-38A $ 2,289,281.770 (2 ) SW-38B $ 2,289,281.770 (3 ) SW-39A $ 2,222,138.635 (2 ) SW-39B $ 2,222,138.635 (3 ) SW-40A $ 2,156,964.220 (2 ) SW-40B $ 2,156,964.220 (3 ) SW-41A $ 2,093,700.805 (2 ) SW-41B $ 2,093,700.805 (3 ) SW-42A $ 2,032,292.385 (2 ) 43 Class Initial Principal Balance Interest Rate SW-42B $ 2,032,292.385 (3 ) SW-43A $ 1,972,684.560 (2 ) SW-43B $ 1,972,684.560 (3 ) SW-44A $ 1,914,824.570 (2 ) SW-44B $ 1,914,824.570 (3 ) SW-45A $ 1,858,661.155 (2 ) SW-45B $ 1,858,661.155 (3 ) SW-46A $ 1,804,144.595 (2 ) SW-46B $ 1,804,144.595 (3 ) SW-47A $ 1,751,226.600 (2 ) SW-47B $ 1,751,226.600 (3 ) SW-48A $ 1,699,860.310 (2 ) SW-48B $ 1,699,860.310 (3 ) SW-49A $ 1,650,000.240 (2 ) SW-49B $ 1,650,000.240 (3 ) SW-50A $ 1,601,602.230 (2 ) SW-50B $ 1,601,602.230 (3 ) SW-51A $ 1,554,623.420 (2 ) SW-51B $ 1,554,623.420 (3 ) SW-52A $ 1,509,022.195 (2 ) SW-52B $ 1,509,022.195 (3 ) SW-53A $ 1,464,758.185 (2 ) SW-53B $ 1,464,758.185 (3 ) SW-54A $ 1,421,792.170 (2 ) SW-54B $ 1,421,792.170 (3 ) SW-55A $ 1,521,855.830 (2 ) SW-55B $ 1,521,855.830 (3 ) SW-56A $ 1,345,437.180 (2 ) SW-56B $ 1,345,437.180 (3 ) SW-57A $ 1,831,868.805 (2 ) SW-57B $ 1,831,868.805 (3 ) SW-58A $ 5,901,782.185 (2 ) SW-58B $ 5,901,782.185 (3 ) SW-59A $ 8,199,836.800 (2 ) SW-59B $ 8,199,836.800 (3 ) SW-60A $ 2,057,222.075 (2 ) SW-60B $ 2,057,222.075 (3 ) SW-61A $ 802,579.190 (2 ) SW-61B $ 802,579.190 (3 ) SW-62A $ 779,039.875 (2 ) SW-62B $ 779,039.875 (3 ) SW-63A $ 756,190.770 (2 ) SW-63B $ 756,190.770 (3 ) SW-64A $ 734,011.625 (2 ) SW-64B $ 734,011.625 (3 ) SW-65A $ 712,482.825 (2 ) SW-65B $ 712,482.825 (3 ) SW-66A $ 691,585.280 (2 ) SW-66B $ 691,585.280 (3 ) 44 Class Initial Principal Balance Interest Rate SW-67A $ 671,300.505 (2 ) SW-67B $ 671,300.505 (3 ) SW-68A $ 651,610.530 (2 ) SW-68B $ 651,610.530 (3 ) SW-69A $ 632,497.905 (2 ) SW-69B $ 632,497.905 (3 ) SW-70A $ 613,945.730 (2 ) SW-70B $ 613,945.730 (3 ) SW-71A $ 595,937.550 (2 ) SW-71B $ 595,937.550 (3 ) SW-72A $ 578,457.435 (2 ) SW-72B $ 578,457.435 (3 ) SW-73A $ 561,489.895 (2 ) SW-73B $ 561,489.895 (3 ) SW-74A $ 545,019.905 (2 ) SW-74B $ 545,019.905 (3 ) SW-75A $ 529,032.875 (2 ) SW-75B $ 529,032.875 (3 ) SW-76A $ 645,373.085 (2 ) SW-76B $ 645,373.085 (3 ) SW-77A $ 574,050.105 (2 ) SW-77B $ 574,050.105 (3 ) SW-78A $ 601,618.210 (2 ) SW-78B $ 601,618.210 (3 ) SW-79A $ 530,588.160 (2 ) SW-79B $ 530,588.160 (3 ) SW-80A $ 551,243.375 (2 ) SW-80B $ 551,243.375 (3 ) SW-81A $ 1,066,169.395 (2 ) SW-81B $ 1,066,169.395 (3 ) SW-82A $ 4,071,920.070 (2 ) SW-82B $ 4,071,920.070 (3 ) SW-83A $ 5,406,144.880 (2 ) SW-83B $ 5,406,144.880 (3 ) SW-84A $ 1,359,030.775 (2 ) SW-84B $ 1,359,030.775 (3 ) SW-85A $ 79,316.790 (2 ) SW-85B $ 79,316.790 (3 ) SW-86A $ 76,983.420 (2 ) SW-86B $ 76,983.420 (3 ) SW-87A $ 74,718.635 (2 ) SW-87B $ 74,718.635 (3 ) SW-88A $ 72,520.425 (2 ) SW-88B $ 72,520.425 (3 ) SW-89A $ 70,386.830 (2 ) SW-89B $ 70,386.830 (3 ) SW-90A $ 68,315.950 (2 ) SW-90B $ 68,315.950 (3 ) SW-91A $ 66,305.945 (2 ) 45 Class Initial Principal Balance Interest Rate SW-91B $ 66,305.945 (3 ) SW-92A $ 64,355.035 (2 ) SW-92B $ 64,355.035 (3 ) SW-93A $ 62,461.475 (2 ) SW-93B $ 62,461.475 (3 ) SW-94A $ 60,623.575 (2 ) SW-94B $ 60,623.575 (3 ) SW-95A $ 58,839.715 (2 ) SW-95B $ 58,839.715 (3 ) SW-96A $ 57,108.300 (2 ) SW-96B $ 57,108.300 (3 ) SW-97A $ 55,427.780 (2 ) SW-97B $ 55,427.780 (3 ) SW-98A $ 53,796.680 (2 ) SW-98B $ 53,796.680 (3 ) SW-99A $ 52,213.525 (2 ) SW-99B $ 52,213.525 (3 ) SW-100A $ 50,676.930 (2 ) SW-100B $ 50,676.930 (3 ) SW-101A $ 49,185.500 (2 ) SW-101B $ 49,185.500 (3 ) SW-102A $ 47,737.935 (2 ) SW-102B $ 47,737.935 (3 ) SW-103A $ 46,332.935 (2 ) SW-103B $ 46,332.935 (3 ) SW-104A $ 44,969.240 (2 ) SW-104B $ 44,969.240 (3 ) SW-105A $ 43,645.645 (2 ) SW-105B $ 43,645.645 (3 ) SW-106A $ 42,360.980 (2 ) SW-106B $ 42,360.980 (3 ) SW-107A $ 41,114.085 (2 ) SW-107B $ 41,114.085 (3 ) SW-108A $ 39,903.860 (2 ) SW-108B $ 39,903.860 (3 ) SW-109A $ 38,729.230 (2 ) SW-109B $ 38,729.230 (3 ) SW-110A $ 37,589.135 (2 ) SW-110B $ 37,589.135 (3 ) SW-111A $ 36,482.575 (2 ) SW-111B $ 36,482.575 (3 ) SW-112A $ 18,670.745 (2 ) SW-112B $ 18,670.745 (3 ) SW-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.(4 ) (4 )

REMIC Elections. (a) The Depositor hereby instructs and authorizes directs the Trustee to make appropriate elections to treat each sign two initial tax returns which shall cause the Trust Fund (exclusive of the Subsidiary REMIC Mortgage 100(SM) Pledge Agreements, the Parent Power(R) Agreements and the Master REMIC as a REMICCarryover Reserve Fund (including the funds therein)) to elect for federal income tax purposes to consist of two REMICs. This Agreement shall be construed so as to carry out the intention of this Agreement that the parties that each Lower-Tier REMIC Pool shall consist of all of the assets constituting the Trust Fund (exclusive of the Mortgage 100(SM) Pledge Agreements, the Parent Power(R) Agreements and the Carryover Reserve Fund (including the funds therein)) and shall be treated as a evidenced by the Lower-Tier Regular Interests (which will be uncertificated and will represent the "regular interests" in the Lower-Tier REMIC for purposes of the REMIC Provisions) and the Lower-Tier Interest R (which will represent the single "residual interest" in the Lower-Tier REMIC for purposes of the REMIC Provisions). In addition, the Upper-Tier REMIC at all times prior to the date on which final payment is made (or made available on demand) to the Trust Fund is terminatedHolders of any Class A, Class B and Class C Certificates shall consist of the Lower-Tier Regular Interests and shall be evidenced by the Class A, Class B and Class C Certificates (which will represent the "regular interests" in the Upper-Tier REMIC for purposes of the REMIC Provisions) and the Upper-Tier Interest R (which will represent the single "residual interest" in the Upper-Tier REMIC for purposes of the REMIC Provisions). The Class R-LT Certificate shall represent beneficial ownership of the Lower-Tier Interest R and the Class R-UT Certificate shall represent beneficial ownership of the Upper-Tier Interest R. The Closing Date is hereby designated as the "startup day" of each such REMIC Pool within the meaning of Section 860G(a)(9) of the Code. The "regular interests" (Trustee will apply for an Employee Identification Number for the Upper-Tier REMIC and for the Lower-Tier REMIC from the Internal Revenue Service on Form SS-4 or any other acceptable method for all tax entities. The Trustee shall treat the Carryover Reserve Fund as an outside reserve fund within the meaning of Section 860G(a)(1Treasury Regulation 1.860G-2(h) that is owned by the Class C Certificateholders and that is not an asset of any REMIC created hereunder. The Trustee shall treat Basis Risk Carryover Amounts paid to the Code) Class A and Class B Certificateholders as paid first by the Upper-Tier REMIC to the Class C Certificateholders, deposited by the Class C Certificateholders into the Carryover Reserve Fund, and then paid to the Class A and Class B Certificateholders pursuant to an interest rate cap contract written by the Class C Certificateholder in the Master REMIC shall consist favor of the Class A Certificates (other than and Class B Certificateholders. Thus, each Class A and Class B Certificate shall be treated as representing ownership of not only regular interests in the Class AUpper-R Certificate)Tier REMIC, but also ownership of an interest in an interest rate cap contract. For purposes of determining the issue price of the regular interests in the Upper-Tier REMIC, the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning Trustee shall assume that each interest rate cap contract has a value of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Residual Interest, and all such interests shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest$5,000.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than (i) the Lower-Tier REMIC Interests and (ii) the Yield Maintenance Agreements and the Reserve Fund. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class AUpper-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. LOWER-TIER REMIC The Subsidiary Regular Interests shall be held by following table specifies the Master class designation, interest rate, initial principal amount and Classes of corresponding certificates for each class of Lower-Tier REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.:

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Servicer, on behalf of the Trust Fund, to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than the Lower-Tier REMIC Interests. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class AUpper-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. LOWER-TIER REMIC The Subsidiary Regular Interests shall be held by following table specifies the Master class designation, pass-through rate and principal amount for each class of Lower-Tier REMIC at all times and shall not be transferable under any circumstancesInterest. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate ---------------------------------------------------------------------------------------------------------------------- Corresponding Class or Lower-Tier REMIC Interest Initial Principal Balance of each Class Amount Pass-Through Rate Classes of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class ------------------------- ------------------------ ----------------- ----------------------- ---------------------------------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------------------------------- LT-R (1) (1) N/A ---------------------------------------------------------------------------------------------------------------------- LTA-P (2) 0.00% A-R Certificate will represent both the Master Residual Interest P ---------------------------------------------------------------------------------------------------------------------- LTA-X (3) 5.50% A-X ---------------------------------------------------------------------------------------------------------------------- LTAMB (2) 5.50% All Classes of Certificates (excluding A-P, A-X, A-21 and the Subsidiary Residual Interest.A-22) ---------------------------------------------------------------------------------------------------------------------- LTA-21 (2) 5.50% A-21 and A-22 ----------------------------------------------------------------------------------------------------------------------

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than the Lower-Tier REMIC Interests. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each Class of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. Lower-Tier REMIC The Subsidiary Regular Interests shall be held by following table specifies the Master class designation, interest rate and principal amount for each class of Lower-Tier REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than the Lower-Tier REMIC Interests. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each Class of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Class UT-R Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Residual Code) in the Upper-Tier REMIC. The Class R Certificate evidences ownership of the Class LT-R Interest and the Class UT-R Interest, and all such . All interests described in this Section 2.07(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests Neither the Upper-Tier REMIC nor the Lower Tier REMIC shall be held by issue any interest other than the Master REMIC at all times regular and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest residual interests designated in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interestthis paragraph.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than (i) the Lower-Tier REMIC Interests and (ii) the Yield Maintenance Agreement and the Reserve Fund. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class AUpper-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. LOWER-TIER REMIC The Subsidiary Regular Interests shall be held by following table specifies the Master class designation, initial principal amount, pass-through rate and related Mortgage Group for each class of Lower-Tier REMIC at all times and shall not be transferable under any circumstancesInterest. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Lower-Tier REMIC Interest Initial Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Amount Pass-Through Rate Related Mortgage Loan. The Class AGroup ------------------------- ------------------------ ----------------- ---------------------- LT-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.(1) (1) N/A LTA-P Component One $167,981.00 0.00% N/A LTA-P Component Two $ 71,231.00 0.00% N/A LT1-AX (2) 6.00% N/A LT2-AX (3) 5.50% N/A LT1-A (4) 6.00% Mortgage Group One LT1-B (5) 6.00% Mortgage Group One LT2-A (6) 5.50% Mortgage Group Two LT2-B (5) 5.50% Mortgage Group Two

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make an appropriate elections election to treat each of the Subsidiary REMIC and the Master REMIC as a REMIC. This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool within the meaning of Section 860G(a)(9) of the Code. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Master REMIC shall consist of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Residual Interest, and all such interests shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising three REMICs (the Lower-Tier REMIC, the Middle-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than the Lower-Tier REMIC Interests, the Middle-Tier REMIC Interests and the Rounding Account. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Middle-Tier REMIC shall consist hold as assets the several classes of the Class A Certificates uncertificated Lower-Tier REMIC Regular Interests (other than the Class ALTIIIA-R CertificateX Interest), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) . Each of the Code) in the Master Middle-Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary Middle-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of the Subsidiary uncertificated Middle-Tier REMIC Regular Interests, the Class LTIIIA-X Interest and the Rounding Account. Each of the Upper-Tier REMIC Regular Interests is hereby designated as a "residual regular interest" (within the meaning of Section 860G(a)(1) of the Code) in the Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Class MT-R Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Middle-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest, the Class MT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee to make appropriate elections to treat each of the Subsidiary REMIC and the Master REMIC as a REMIC. This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool within the meaning of Section 860G(a)(9) of the Code. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Master REMIC shall consist of the Class A Certificates (other than the Class A-R Certificate), the Class M Certificates ) and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master REMIC shall consist of the Master Residual Interest, and all such interests shall be designated as such on the Startup Day. The "regular interests" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Regular Interests, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist of the Subsidiary Residual Interest, and all such interests shall be designated as such on the Startup Day. The Subsidiary Regular Interests shall be held by the Master REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.

REMIC Elections. (a) The Depositor hereby instructs and authorizes the Trustee Paying Agent to make appropriate elections to treat each of the Subsidiary Trust Fund as comprising two REMICs (the Lower-Tier REMIC and the Master REMIC as a Upper-Tier REMIC). This Agreement shall be construed so as to carry out the intention of the parties that each REMIC Pool created hereunder be treated as a REMIC at all times prior to the date on which the Trust Fund is terminated. The Closing Date is hereby designated as the "startup day" of each REMIC Pool created hereunder within the meaning of Section 860G(a)(9) of the Code. The Lower-Tier REMIC shall hold as assets all property of the Trust Fund other than (i) the Lower-Tier REMIC Interests and (ii) the Yield Maintenance Agreement and the Reserve Fund. Each of the Lower-Tier REMIC Regular Interests is hereby designated a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Master Lower-Tier REMIC. The Upper-Tier REMIC shall consist hold as assets the several classes of uncertificated Lower-Tier REMIC Regular Interests. Each of the Class A Certificates (other than the Class AUpper-R Certificate), the Class M Certificates and the Class B Certificates, and the "residual interest" (within the meaning of Section 860G(a)(2) of the Code) in the Master Tier REMIC shall consist of the Master Residual Interest, and all such interests shall be Regular Interests is hereby designated as such on the Startup Day. The a "regular interestsinterest" (within the meaning of Section 860G(a)(1) of the Code) in the Subsidiary REMIC shall consist of Upper-Tier REMIC. The Class LT-R Interest is hereby designated as the Subsidiary Regular Interests, and the "sole residual interest" interest (within the meaning of Section 860G(a)(2) of the Code) in the Subsidiary REMIC shall consist Lower-Tier REMIC. The Residual Interest is hereby designated as the sole residual interest (within the meaning of Section 860G(a)(2) of the Subsidiary Code) in the Upper-Tier REMIC. The Class A-R Certificate evidences ownership of the Class LT-R Interest and the Residual Interest, and all such . All interests described in this Section 2.04(a) shall be designated as such on the Startup Day. LOWER-TIER REMIC The Subsidiary Regular Interests shall be held by following table specifies the Master class designation, interest rate, initial principal amount and Classes of corresponding certificates for each class of Lower-Tier REMIC at all times and shall not be transferable under any circumstances. Solely for the purposes of Section 1.860G-1(a)(4)(iii) of the Treasury regulations, the "latest possible maturity date" by which the Outstanding Certificate Principal Balance of each Class of Certificates representing a regular interest in the Master REMIC and each Subsidiary Regular Interest would be reduced to zero is the Distribution Date immediately following the latest scheduled maturity of any Mortgage Loan. The Class A-R Certificate will represent both the Master Residual Interest and the Subsidiary Residual Interest.: