Common use of Replacement Policy Clause in Contracts

Replacement Policy. In the event of a Credit Enhancer ------------------ Default or if the claims paying ability rating of the Credit Enhancer is downgraded and such downgrade results in a downgrading of the then current rating of the Investor Certificates (in each case, a "Replacement Event"), the Depositor may, in accordance with and upon satisfaction of the conditions set forth in the Policy, including, without limitation, payment in full of all amounts owed to the Credit Enhancer, but shall not be required to, substitute a new surety bond or surety bonds for the existing Policy, provided, however, that in each case the Investor Certificates shall be rated no lower than the rating assigned by each Rating Agency to the Investor Certificates immediately prior to such Replacement Event and that such new surety bond will qualify as a "similar commercially available credit enhancement contract" within the meaning of Treas. Reg. Section 1.1001-3(e)(4)(iv)(B). It shall be a condition to substitution of any new credit enhancement that there be delivered to the Trustee a legal opinion, acceptable in form and substance to the Trustee, from counsel to the provider of such new credit enhancement with respect to the enforceability thereof and such other matters as the Trustee may require. Upon receipt of the items referred to above and the taking of physical possession of the new credit enhancement, the Trustee shall, within five Business Days following receipt of such items and such taking of physical possession, deliver the replaced Policy to the Credit Enhancer. Any other form of credit enhancement may also be substituted for the Policy upon the occurrence of a Replacement Event, provided, however, that the Trustee receives an Opinion of Counsel to the effect that such substitution will not be treated as a significant modification within the meaning of Treas. Reg. Section 1.1001-3.

Replacement Policy. In the event of a Credit Enhancer ------------------ Default or if the claims paying ability rating of the Credit Enhancer is downgraded and such downgrade results in a downgrading of the then current rating of the Investor Certificates (in each case, a "Replacement Event"), the Depositor may, in accordance with and upon satisfaction of the conditions set forth in the Policy, including, without limitation, payment in full of all amounts owed to the Credit Enhancer, but shall not be required to, substitute a new surety bond or surety bonds for the existing Policy, provided, however, that in each case the Investor Certificates shall be rated no lower than the rating assigned by each Rating Agency to the Investor Certificates immediately prior to such Replacement Event and that such new surety bond will qualify as a "similar commercially available credit enhancement contract" within the meaning of Treas. Reg. Section 1.1001-3(e)(4)(iv)(B). It shall be a condition to substitution of any new credit enhancement that there be delivered to the Trustee a legal opinion, acceptable in form and substance to the Trustee, from counsel to the provider of such new credit enhancement with respect to the enforceability thereof and such other matters as the Trustee may require. Upon receipt of the items referred to above and the taking of physical possession of the new credit enhancement, the Trustee shall, within five Business Days following receipt of such items and such taking of physical possession, deliver the replaced Policy to the Credit Enhancer. Any other form of credit enhancement may also be substituted for the Policy upon the occurrence of a Replacement Event, provided, however, that the Trustee receives an Opinion of Counsel to the effect that such substitution will not be treated as a significant modification within the meaning of Treas. Reg. Section 1.1001-3.

Replacement Policy. In the event of a Credit Enhancer ------------------ Default or if the claims paying ability rating of the Credit Enhancer is downgraded and such downgrade results in a downgrading of the then current rating of the Investor Certificates (in each case, a "Replacement Event"), the Depositor may, in accordance with and upon satisfaction of the conditions set forth in the Policy, including, without limitation, payment in full of all amounts owed to the Credit Enhancer, but shall not be required to, substitute a new surety bond or surety bonds for the existing Policy, provided, however, provided that in each case the Investor Certificates shall be rated no lower than the rating assigned by each Rating Agency to the Investor Certificates immediately prior to such Replacement Event and that such new surety bond will qualify as a "similar commercially available credit enhancement contract" within the meaning of Treas. Reg. Section 1.1001-ss. 1.1001- 3(e)(4)(iv)(B). It shall be a condition to substitution of any new credit enhancement that there be delivered to the Trustee a legal opinion, acceptable in form and substance to the Trustee, from counsel to the provider of such new credit enhancement with respect to the enforceability thereof and such other matters as the Trustee may require. Upon receipt of the items referred to above and the taking of physical possession of the new credit enhancement, the Trustee shall, within five Business Days following receipt of such items and such taking of physical possession, deliver the replaced Policy to the Credit Enhancer. Any other form of credit enhancement may also be substituted for the Policy upon the occurrence of a Replacement Event, provided, however, provided that the Trustee receives an Opinion of Counsel to the effect that such substitution will not be treated as a significant modification within the meaning of Treas. Reg. Section ss. 1.1001-3.