Common use of Successor Trustee Clause in Contracts

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor prede cessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, SBA Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. (a) Any successor trustee appointed as provided in Section 8.07 10.07 shall execute, acknowledge and deliver to the Servicer and to Depositor, its predecessor trustee and the Rating Agencies an instrument accepting such appointment hereunderunder the Trust Agreement, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder the Trust Agreement, with the like effect as if originally named as Trustee or Delaware Trustee hereintrustee in the Trust Agreement. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunderunder the Trust Agreement, and the Servicer Depositor and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions terms of Section 8.06. 10.06. (b) Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Depositor shall mail transmit notice of the succession of such trustee hereunder under the Trust Agreement to (i) all Certificateholders at their addresses as shown Unitholders in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails manner provided pursuant to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedSection 12.05.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall after payment of its outstanding fees and expenses, promptly deliver to the successor trustee all Mortgage Files, related documents, statements assets and all other property records of the Trust Fund held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver all such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, (ii) the Certificate Insurer and (iiiii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. (a) Any successor trustee appointed as provided in Section 8.07 11.07 shall execute, acknowledge and deliver to the Transferors, to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor Trustee shall deliver deliver, at the expense of the Servicer, to the successor trustee all Mortgage Files, related documents, documents or copies thereof and statements and all other property held by it hereunder, ; and the Servicer Transferors and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. . (b) No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. 11.06. (c) Notwithstanding any other provisions herein, the appointment of a successor trustee shall not be effective unless the Rating Agency Condition shall have been satisfied. (d) Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, such successor trustee shall provide notice of such succession hereunder to all Certificateholders and the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause provide such notice to be mailedeach Rating Agency and each Series Enhancer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 8.7 hereof shall execute, acknowledge and deliver to the Servicer and to Depositor, the Seller, the NIMS Insurer, if any, its predecessor trustee and the Servicer an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to Depositor, the successor trustee all Mortgage FilesServicer, related documents, statements and all other property held by it hereunderthe Seller, and the Servicer NIMS Insurer, if any, and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 8.8 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.6 hereof and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.088.8, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesHolders of Certificates. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.2 shall execute, acknowledge and deliver to the Servicer Transferor, the Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinthe Trustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under this Agreement; and the Servicer Transferor and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.1. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Transferor shall mail (or shall cause to be mailed) notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register Certificateholder, Indenture Trustee, the Noteholders and (ii) each of the Rating Agencies. If the Servicer fails Transferor shall fail to mail (or cause to be mailed) such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Transferor.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.9 shall execute, acknowledge acknowledge, and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed deed, or conveyance, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunder, under this Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties duties, and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 10.10 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.8. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0810.10, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register Register, to the Certificate Insurer and (ii) to the Rating Agencies. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 10.07 shall execute, acknowledge and deliver to the Servicer Vanderbilt and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as reasonably may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0610.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Vanderbilt shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, to the Servicer and (ii) to the Rating Agencies. If the Servicer Vanderbilt fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of Vanderbilt.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under this Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.06. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder thereof to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 10.07 shall execute, acknowledge and deliver to the Servicer Company and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as reasonably may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0610.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Company shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, to the Servicer and (ii) to the Rating Agencies. If the Servicer Company fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Company.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the Seller, the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. (a) Any successor trustee appointed as provided in Section 8.07 5.06 shall execute, acknowledge and deliver to the Servicer Company and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, the Underlying Certificates and related documents, documents and statements and all other property held by it hereunder, and the Servicer Company, the Certificate Administrator and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. . (b) No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. 5.05. (c) Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Company shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Trust Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer Company fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Company.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Unaffiliated Seller, the Servicer, the Back-up Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the Unaffiliated Seller, the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 9.10 shall execute, acknowledge acknowledge, and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunderunder this Agreement, or copies thereof, at the expense of the Servicer; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 9.11 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.069.9. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.089.11, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer. The respective obligations of the Seller and the Servicer described in Sections 2.7, 3.14, 6.1, 7.1, 9.5, 9.7 and 9.8 shall survive the removal or resignation of the Trustee as provided in this Agreement or the termination of the Trust as provided in Section 10.1. No Trustee under this Agreement shall be liable for any action or omission of any successor Trustee.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.02 shall execute, acknowledge and deliver to the Servicer Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, statements statements, moneys and all other property properties held by it hereunder, under this Agreement; and the Servicer Administrator and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept such appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.01. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Administrator shall mail notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) holder of the Excess Distribution Certificate, the Indenture Trustee, the Noteholders, the Rating AgenciesAgencies and a Swap Counterparty. If the Servicer fails Administrator shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Administrator.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.06 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor trustee shall duly assign, transfer, deliver and pay over to the successor trustee all the whole of the Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, together with all necessary instruments of transfer and assignment or other documents properly executed necessary to effect such transfer and such of the Servicer and records or copies thereof maintained by the predecessor trustee shall execute and deliver such instruments and do such other things in the administration hereof as may reasonably be required for more fully and certainly vesting and confirming in requested by the successor trustee and shall thereupon be discharged from all such rights, powers, duties and obligationsresponsibilities under this Agreement. No successor trustee shall accept appointment as provided in this Section 8.08 9.07 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.069.05. Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.07, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating AgenciesAgency. If the Master Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 5.08 hereof shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee and the Depositor an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Depositor and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 5.09 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.065.07 hereof and its appointment shall not adversely affect the then current rating of the Certificates and has provided to the Depositor in writing and in form and substance reasonably satisfactory to the Depositor, all information reasonably requested by the Depositor in order to comply with its reporting obligation under Item 6.02 of Form 8-K with respect to a replacement Trustee. Upon acceptance of appointment by a successor trustee as provided in this Section 8.085.09, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesHolders of Certificates. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 hereof shall execute, acknowledge and deliver to the Servicer Depositor, the Certificate Insurer, the NIMS Insurer and to its predecessor trustee and the Master Servicer an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to Depositor, the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.06 hereof and its appointment shall not adversely affect the then current rating of the Certificates, as confirmed in writing by each Rating Agency. Upon acceptance of appointment by a successor trustee of appointment as provided in this Section 8.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in Holders of Certificates and the Certificate Register and (ii) the Rating AgenciesInsurer. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trusteetrustee of appointment, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, statements documents and all other property statement held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, powers duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. to ▇▇▇▇▇'▇ and S&P. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 hereof shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee Depositor, upon receipt of all Mortgage Files, related documents, statements and all other property held by amounts due it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 9.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06 hereof and its acceptance shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) the Certificate Insurer and to all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer Depositor fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. If the Trustee resigns pursuant to Section 9.07, the Depositor, with the consent of the Servicer, shall appoint a successor trustee that satisfies the requirements of Section 9.06. Any successor trustee appointed as provided in Section 8.07 9.07 hereof shall execute, acknowledge and deliver to the Depositor and the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Depositor and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 9.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06 hereof and shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.08, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. (a) If the Trustee resigns pursuant to Section 9.07, the Seller, with the consent of the Master Servicer, shall appoint a successor trustee that satisfies the requirements of Section 9.06. Any successor trustee appointed as provided in Section 8.07 9.07 hereof shall execute, acknowledge and deliver to the Seller and the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Seller and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. . (b) No successor trustee shall accept appointment as provided in this Section 8.08 9.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. 9.06 hereof and shall not adversely affect the then current rating of the Certificates. (c) Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Seller.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.8 shall execute, acknowledge and deliver to the Servicer, the Backup Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, ; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 10.9 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.7. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0810.9, the Servicer shall mail notice of the succession successor of such trustee Trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating AgenciesAgency. If the Servicer fails shall fail to mail such notice within ten (10) days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 10.10 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunder, under this Agreement; and the Servicer Servicer, the Note Insurer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.0610.09. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Noteholders at their addresses as shown in the Certificate Note Register and (ii) shall give notice by mail to the Rating AgenciesAgency and the Placement Agent and the Note Insurer. If the Servicer fails to mail such notice within ten (10) days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.126

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Securities at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesSecurity Register. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Unaffiliated Seller, the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 8.08 hereof shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee trustee, the NIMs Insuer, the Class A Certificate Insurer and the Servicer an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 8.09 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.07 hereof and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.088.09, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in Holders of Certificates and the Class A Certificate Register and (ii) the Rating AgenciesInsurer. If the Servicer Depositor fails to mail such notice within ten (10) days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.02 shall execute, acknowledge and deliver to the Servicer Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, statements statements, moneys and all other property properties held by it hereunder, under this Agreement; and the Servicer Administrator and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept such appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.01. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Administrator shall mail notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) holder of the Excess Distribution Certificate, the Indenture Trustee, the Noteholders, the Rating AgenciesAgencies and the Swap Counterparties. If the Servicer fails Administrator shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Administrator.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, (ii) the Certificate Insurer and (iiiii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Business Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or 107 conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall after payment of its outstanding fees and expenses, promptly deliver to the successor trustee all Mortgage Files, related documents, statements assets and all other property records of the Trust Fund held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver all such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.2 shall execute, acknowledge and deliver to the Servicer Seller, the Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinthe Trustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under this Agreement; and the Servicer Seller and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.1. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Seller shall mail (or shall cause to be mailed) notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register Certificateholder, Indenture Trustee, the Noteholders and (ii) each of the Rating Agencies. If the Servicer fails Seller shall fail to mail (or cause to be mailed) such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Seller.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 10.10 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunder, under this Agreement; and the Servicer Servicer, the Note Insurer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.0610.09. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Noteholders at their addresses as shown in the Certificate Note Register and (ii) shall give notice. by mail to the Rating AgenciesAgency and the Placement Agent and the Note Insurer. If the Servicer fails to mail such notice within ten (10) days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee trustee, each Servicer and the Seller an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to Depositor, each Servicer, the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Seller and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.06 and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesHolders of Certificates. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 11.10 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses and any other amounts due it hereunder deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under this Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 11.11 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0611.09. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0811.11, the Servicer shall mail notice of the succession of such trustee hereunder successor Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trusteesuccessor, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the its successor trustee all Mortgage FilesFiles and related documents and statements, related documentsas well as all moneys, statements and all other property held by it hereunder (other than any Mortgage Files at the time held by a Custodian, which Custodian shall become the agent of any successor trustee hereunder), and the Servicer Depositor and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.06 and the appointment of such successor shall not result in a downgrading of any Class of Certificates by either Rating Agency, as evidenced by a letter from each Rating Agency. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Depositor shall mail notice of the succession to all Holders of such trustee hereunder to (i) all Certificateholders Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trusteesuccessor, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 6.7 shall execute, acknowledge and deliver to the Servicer Issuer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer Issuer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.066.6. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Issuer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in Noteholders, to the Certificate Register Credit Enhancer and (ii) to the Rating Agencies. If the Servicer Issuer fails to mail such notice notices within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Issuer.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 15.09 shall execute, acknowledge acknowledge, and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed deed, or conveyance, shall become fully vested with all the POOLING AND SERVICING AGREEMENT rights, powers, duties duties, and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunder, under this Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties duties, and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 15.10 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0615.08. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0815.10, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under the Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, statements documents and all other property statement held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, powers duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. to Moody's and S&P. If the Servicer fails to mail such notice within ▇▇▇▇▇▇ ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further 138 act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Master Servicer, the Certificate Insurer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) the Certificate Insurer and to all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer. Notwithstanding anything to the contrary contained herein, so long as no Certificate Insurer Default exists, the appointment of any successor trustee pursuant to any provision of this Agreement will be subject to the prior consent of the Certificate Insurer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. 148 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor prede cessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. 77 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 11.07 shall execute, acknowledge and deliver to the Servicer Master Servicer, the Company and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. [The predecessor Trustee shall deliver or cause to be delivered to the successor trustee all Trustee the Mortgage Files, Loans and Mortgage Loan Files and any related documents, documents and statements and all other property held by it hereunder.] The Master Servicer, and the Servicer Company and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 11.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.0611.06. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.0811.08, the Master Servicer shall mail cause notice of the succession of such trustee Trustee hereunder to (i) all Certificateholders be mailed to each Certificateholder at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.02 shall execute, acknowledge and deliver to the Servicer Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, statements statements, moneys and all other property properties held by it hereunder, under this Agreement; and the Servicer Administrator and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept such appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.01. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Administrator shall mail notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) holder of the Excess Distribution Certificate, the Indenture Trustee, the Noteholders, the Rating AgenciesAgencies and the Swap Counterparty. If the Servicer fails Administrator shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Administrator.

Successor Trustee. Any successor trustee ----------------- appointed as provided in Section 8.07 6.06 shall execute, acknowledge and deliver to the Depositor, the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and documents and statements related documents, statements and all other property to each Mortgage Files held by it hereunder, and shall duly assign, transfer, deliver and pay over to the successor trustee the entire Trust Fund, together with all necessary instruments of transfer and assignment or other documents properly executed necessary to effect such transfer and such of the record or copies thereof maintained by the predecessor trustee in the administration hereof as may be requested by the successor trustee and shall thereupon be discharged from all duties and responsibilities under this Agreement. In addition, the Master Servicer and the predecessor trustee shall execute and deliver such other instruments and do such other things as may reasonably be required for to more fully and certainly vesting vest and confirming confirm in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 20.10 shall execute, acknowledge acknowledge, and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder the Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed deed, or conveyance, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor hereunderunder the Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses and any other amounts due it hereunder deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under the Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties duties, and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 20.11 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0620.9. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0820.11, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under the Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Company and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, ; and the Servicer Servicer, the Depositor and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.08, the Servicer shall mail notice of the succession of such trustee Trustee hereunder to (i) all Certificateholders holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. (a) If the Trustee resigns pursuant to Section 9.07, the Depositor, with the consent of the Servicer, shall appoint a successor trustee that satisfies the requirements of Section 9.06. Any successor trustee appointed as provided in Section 8.07 9.07 hereof shall execute, acknowledge and deliver to the Depositor and the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Depositor and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. . (b) No successor trustee shall accept appointment as provided in this Section 8.08 9.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. 9.06 hereof and shall not adversely affect the then current rating of the Certificates. (c) Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.08, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 9.10 shall execute, acknowledge acknowledge, and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trustee72 77 Trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property held by it hereunderunder this Agreement, or copies thereof, at the expense of the Servicer; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 9.11 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.069.9. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.089.11, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer. The respective obligations of the Seller and the Servicer described in Sections 2.7, 3.14, 6.1, 7.1, 9.5, 9.7 and 9.8 shall survive the removal or resignation of the Trustee as provided in this Agreement or the termination of the Trust as provided in Section 10.1. No Trustee under this Agreement shall be liable for any action or omission of any successor Trustee.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 pursuant to SECTION 9.8 shall execute, acknowledge acknowledge, and deliver to the Servicer Depositor, the Servicer, the Certificate Insurer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties duties, and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under this Agreement; and the Servicer Servicer, the Certificate Insurer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties duties, and obligations. 102 No successor trustee Trustee shall accept appointment as provided in this Section 8.08 9.9 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.069.7. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.089.9, the Servicer shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register Register, the Depositor, and (ii) to the Rating Agencies. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesAgency. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. 126 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further 140 act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the 150 predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, (ii) the Certificate Insurer and (iiiii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 11.07 shall execute, acknowledge and deliver to the Servicer Servicer, the Seller and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver or cause to be delivered to the successor trustee all Mortgage Files, Trustee the Assets and Asset Files and any related documents, documents and statements and all other property held by it hereunder; and, if the Land-and-Home Contract Files are then held by a custodian pursuant to a custodial agreement, the predecessor Trustee and the Servicer custodian shall amend such custodial agreement to make the successor Trustee the successor to the predecessor Trustee thereunder; and the Servicer, the Seller and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. 116 No successor trustee Trustee shall accept appointment as provided in this Section 8.08 11.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.0611.06. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.0811.08, the Servicer shall mail cause notice of the succession of such trustee Trustee hereunder to (i) all Certificateholders be mailed to each Certificateholder at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.117

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. 101 No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 11.08 shall execute, acknowledge and deliver to the Servicer Servicer, the Originator and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall deliver or cause to be delivered to the successor trustee all Mortgage Files, Trustee the Loans and the Loan Files and any related documents, documents and statements and all other property held by it hereunder; and, if the Loans are then held by a Custodian pursuant to a custodial agreement, the predecessor Trustee and the Servicer Custodian shall amend such custodial agreement to make the successor Trustee the successor to the predecessor Trustee thereunder; and the Servicer, the Originator and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 11.09 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.0611.07. Upon acceptance of appointment by a successor trustee ▇▇▇▇▇▇▇ as provided in this Section 8.0811.09, the Servicer shall mail cause notice of the succession of such trustee Trustee hereunder to (i) all be mailed to the Rating Agencies and to each Certificateholder and the Class C Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.. 121

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. 113 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. (a) Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer Depositor, the Master Servicers and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. . (b) No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. . (c) Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.mailed at the expense of the Depositor. 108 121

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor prede cessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer. The successor trustee shall notify the Rating Agencies through the Rule 17g-5 Information Provider and the Master Servicer of any change of Trustee.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Certificate Administrator and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Servicer Certificate Administrator and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer Certificate Administrator shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Register, (ii) the Certificate Insurer and (iiiii) the Rating Agencies. If the Servicer Certificate Administrator fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.8 shall execute, acknowledge and deliver to the Servicer, the Backup Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, ; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 10.9 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.7. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.0810.9, the Servicer shall mail mall notice of the succession successor of such trustee Trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating AgenciesAgency. If the Servicer fails shall fail to mail such notice within ten (10) days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer and to Depositor, the Certificate Insurer, its predecessor trustee and the Servicer or Master Servicer, an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee all Mortgage FilesDepositor, related documents, statements and all other property held by it hereunder, and the Servicer or the Master Servicer, as applicable, and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such its acceptance, the successor trustee is eligible under Section 8.06 and its appointment does not adversely affect the then current rating of the Certificates (which, with respect to the ClassA-1 Certificates, shall be eligible under without giving effect to the provisions of Section 8.06Policy). Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesHolders of Certificates. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee ----------------- appointed as provided in Section 8.07 8.08 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective effective, and such successor trustee, without any further act, deed or conveyancereconveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder (other than any Mortgage Files at the time held by a Custodian, which Custodian shall become the agent of any successor trustee hereunder), and the Depositor, the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.07. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. (a) Any successor trustee and successor fiscal agent appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Depositor, the Master Servicer, the Special Servicer and to its predecessor trustee and predecessor fiscal agent, as the case may be, an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee and predecessor fiscal agent shall become effective and such successor trusteetrustee and successor fiscal agent, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunderhereunder (other than any Mortgage Files at the time held on its behalf by a Custodian, which Custodian shall become the agent of the successor trustee), and the Depositor, the Master Servicer, the Special Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for to more fully and certainly vesting vest and confirming confirm in the successor trustee all such rights, powers, duties and obligations. , and to enable the successor trustee to perform its obligations hereunder. (b) No successor trustee shall accept appointment as provided in this Section 8.08 8.08, unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. . (c) Upon acceptance of appointment by a successor trustee and/or successor fiscal agent as provided in this Section 8.08, the Servicer such successor trustee shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register Depositor and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedCertificateholders.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, statements documents and all other property statement held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, powers duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. -109- 121 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the to [Rating AgenciesAgency] and [Rating Agency]. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer 121 fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, ------------- acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, powers duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. ------------- Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesS&P, Fitch and ▇▇▇▇▇'▇. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 12.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Trustee's Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, powers duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0612.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesS&P, Fitch and ▇▇▇▇▇'▇. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. 133 Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 hereof shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like -100- effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to the successor trustee Depositor, upon receipt of all Mortgage Files, related documents, statements and all other property held by amounts due it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 9.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06 hereof and its acceptance shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.089.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer Depositor fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 9.7 shall execute, acknowledge and deliver to the Servicer Transferor, the Certificate Insurer and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor shall deliver to the successor trustee all Mortgage FilesTransferor, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 9.8 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.069.6. The predecessor Trustee shall notify the Certificate Insurer and each Rating Agency of the appointment of any successor Trustee. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.089.8, the Servicer shall mail notice of the succession of such trustee Trustee hereunder to (i) the Certificate Insurer and all Certificateholders holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Servicer fails to mail such notice within ten (10) days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer. Notwithstanding anything to the contrary contained herein, the appointment of any successor trustee pursuant to any provision of this Agreement will be subject to the prior written consent of the Certificate Insurer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.. 143

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 10.02 shall execute, acknowledge and deliver to the Servicer Administrator and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder this Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, statements statements, moneys and all other property properties held by it hereunder, under this Agreement; and the Servicer Administrator and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept such appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0610.01. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer Administrator shall mail notice of the succession successor of such trustee hereunder Trustee to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) holder of the Excess Distribution Certificate, the Indenture Trustee, the Noteholders, the Rating AgenciesAgencies and a Swap Counterparty. If the Servicer fails Administrator shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Administrator.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all 128 Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other 103 things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.. 125

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.114

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other 104 things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee Trustee appointed as provided in pursuant to Section 8.07 19.07 shall execute, acknowledge and deliver to the Servicer and to its predecessor trustee Trustee an instrument accepting such appointment hereunderunder the Agreement, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunderunder the Agreement, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor Trustee shall upon payment of its fees and expenses deliver to the successor trustee Trustee all Mortgage Files, related documents, documents and statements and all other property monies held by it hereunder, under the Agreement; and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of pursuant to Section 8.0619.06. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder thereof to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails shall fail to mail such notice within ten 10 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee trustee, the Servicer, any Special Servicer, any Special Collections Servicer and the Seller an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to Depositor, the successor trustee all Mortgage FilesServicer, related documentsthe Seller, statements and all other property held by it hereunderany Special Servicer, and the any Special Collections Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.06 and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in Holders of Certificates and the Certificate Register and (ii) the Rating AgenciesSwap Counterparty. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee Trustee appointed as provided in Section 8.07 9.7 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee Trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee Trustee shall become effective and such successor trusteeTrustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee hereinTrustee. The predecessor shall deliver to the successor trustee all Mortgage FilesDepositor, related documents, statements and all other property held by it hereunder, and the Servicer and the predecessor trustee Trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee Trustee all such rights, powers, duties and obligations. No successor trustee Trustee shall accept appointment as provided in this Section 8.08 9.8 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.069.6. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.089.8, the Servicer shall mail notice of the succession of such trustee Trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the to each Rating AgenciesAgency. If the Servicer fails to mail such notice within ten 30 days after acceptance of appointment by the successor trusteeTrustee, the successor trustee Trustee shall cause such notice to be mailedmailed at the expense of the Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Servicer Depositor and to its predecessor trustee trustee, the Servicer and the Seller an instrument accepting such appointment hereunder, hereunder and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor shall deliver to Depositor, the successor trustee all Mortgage FilesServicer, related documentsthe Seller, statements and all other property held by it hereunder, and the Back-up Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties duties, and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.06 and its appointment shall not adversely affect the then current rating of the Certificates. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Servicer Depositor shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesHolders of Certificates. If the Servicer Depositor fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Depositor.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the Unaffiliated Seller, the Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall deliver to the successor trustee all Mortgage Files, Files and related documents, documents and statements and all other property held by it hereunder, and the Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.069.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Servicer fails to mail such notice within ten 10 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.mailed at the expense of the Servicer. 101

Successor Trustee. Any successor trustee appointed as ----------------- provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor 108 hereunder, with the like effect as if originally named as Trustee or Delaware Trustee trustee herein. The predecessor trustee shall after payment of its outstanding fees and expenses, promptly deliver to the successor trustee all Mortgage Files, related documents, statements assets and all other property records of the Trust Fund held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver all such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08Section, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) the Rating AgenciesRegister. If the Master Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer.

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 shall execute, acknowledge and deliver to the Master Servicer and to its predecessor trustee an instrument accepting such appointment hereunder, and thereupon the resignation or removal of the predecessor trustee shall become effective and such successor trustee, without any further act, deed or conveyance, shall become fully vested with all the rights, powers, duties and obligations of its predecessor hereunder, with like effect as if originally named as Trustee or Delaware Trustee herein. The predecessor shall deliver to the successor trustee all Mortgage Files, related documents, statements and all other property held by it hereunder, and the Master Servicer and the predecessor trustee shall execute and deliver such instruments and do such other things as may reasonably be required for more fully and certainly vesting and confirming in the successor trustee all such rights, powers, duties and obligations. No successor trustee shall accept appointment as provided in this Section 8.08 unless at the time of such appointment such successor trustee shall be eligible under the provisions of Section 8.06. Upon acceptance of appointment by a successor trustee as provided in this Section 8.08, the Master Servicer shall mail notice of the succession of such trustee hereunder to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencies. If the Servicer fails to mail such notice within ten days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailed.100