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 8.8 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 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 or cause to be delivered 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 the Custodian, if it shall agree to become the agent of any successor trustee 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 8.9 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.068.7. Upon acceptance of appointment by a successor trustee as provided in this Section 8.088.9, 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 each Rating AgenciesAgency. 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 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 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 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 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. Any successor trustee Trustee appointed as provided in Section 8.07 11.07 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 FilesTrustee the Contracts, Contract Files and Land-and-Home Contract 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 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 11.08 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 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 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 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 Section 8.07 11.07 shall execute, acknowledge and deliver to the Servicer 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 Mortgage FilesTrustee the Contracts, Contract Files and Land-and-Home Contract 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 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 Xxxxxxx 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 Trustee appointed as provided in Section 8.07 9.07 shall execute, acknowledge and deliver to the Seller, 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 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 FilesSeller, 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 9.08 unless at the time of such appointment acceptance such successor trustee Trustee shall be eligible under the provisions of Section 8.069.06. If a successor Trustee is to become the Successor Servicer hereunder, it shall be an Approved Servicer. If a successor Trustee is not to become the Successor Servicer hereunder, the entity then acting as Successor Servicer hereunder shall continue to act in such capacity until such time as an Approved Servicer has agreed to assume the role of Successor Servicer hereunder. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.089.08, 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) to the Certificate Insurer and 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 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 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 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 Section 8.07 11.07 shall execute, acknowledge and deliver to the Servicer 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 Mortgage FilesTrustee the Contracts, Contract Files and Land-and-Home Contract 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 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 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 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 shall execute, acknowledge and deliver to the Master Servicer and the 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, 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 Servicer successor trustee 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 trustee such successor trustee shall cause such notice to be mailedmailed at the expense of the Master Servicer or the Company, as the case may be.

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 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 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 Xxxxx'x 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 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 Register, (ii) the Rating AgenciesAgencies and (iii) the Certificate Insurer. 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 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 6.8 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 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 or cause to be delivered to the successor trustee all Mortgage Files, Pooled Securities and related documents, documents and statements and all other property held by it hereunder (other than any Pooled Securities at the time held by the Custodian, if it shall agree to 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 6.9 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.066.7. Upon acceptance of appointment by a successor trustee as provided in this Section 8.086.9, the Servicer successor trustee 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 days after acceptance of appointment by the successor trustee, the successor trustee shall cause such notice to be mailedAgency.

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 appointed as provided in Section 8.07 10.08 hereof shall execute, acknowledge and deliver to the Servicer and Depositor, 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, 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 10.09 unless at the time of such appointment acceptance such successor trustee shall be eligible under the provisions of Section 8.0610.06 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 8.0810.09, the Servicer 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 and (ii) the Rating AgenciesHolders of Certificates. If the Servicer successor trustee fails to mail such notice within ten days after acceptance of appointment by the successor trusteeappointment, the successor trustee Depositor shall cause such notice to be mailedmailed at the expense of the Trust Fund. Any Person appointed as successor trustee pursuant to this section shall also be required to serve as successor Swap Administrator and successor supplemental interest trust trustee under the Swap Agreement and the Swap Administration Agreement.

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 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 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 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 Trustee appointed as provided in Section 8.07 5.08 shall execute, acknowledge and deliver to the Servicer Servicer, the predecessor Trustee, and to its predecessor trustee each Beneficiary an instrument accepting such appointment hereunderunder this Agreement, and thereupon the resignation or removal of the such 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 and the other Trust Documents to which the Trustee is a party, 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, statements and all other property documents held by it hereunderunder this Agreement and the other Trust Documents, and the Servicer predecessor Trustee and the predecessor trustee other parties to the Trust Documents 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 unless, at the time of such appointment acceptance, such successor trustee Trustee shall be eligible under the provisions of Section 8.065.07. Upon acceptance of appointment by a successor trustee Trustee as provided in this Section 8.08Section, the Servicer successor Trustee shall mail notice of its appointment under this Agreement to each Notice Party. The UTI Beneficiary shall mail notice of the succession successor of such trustee hereunder Trustee under this Agreement to (i) all Certificateholders at their addresses as shown in the Certificate Register and (ii) the Rating Agencieseach related Holder. If the Servicer UTI Beneficiary fails to mail such notice within ten days after acceptance of appointment by the successor trusteeTrustee, the such successor trustee Trustee shall cause such notice to be mailedmailed at the expense of UTI Beneficiary.

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 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 Trustee appointed as provided in pursuant ----------------- to Section 8.07 9.7 shall execute, acknowledge and deliver to the Servicer Master Servicer, the 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 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 copies of all Mortgage Files, related documents, documents and statements and all other property held by it hereunderunder this Agreement; and, and the Seller, the Master 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 pursuant to Section 8.069.6. Upon acceptance of appointment by a successor trustee as provided in Trustee pursuant to this Section 8.089.8, the Master Servicer shall mail notice of the succession of such trustee hereunder Trustee under this Agreement to (i) the Insurer, all Certificateholders Holders of Certificates at their addresses as shown in the Certificate Register and (ii) to the Rating Agencies. If the Master Servicer fails shall fail 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 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 109 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 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. (a) Any successor trustee appointed as provided in Section 8.07 11.7 shall execute, acknowledge and deliver to the Transferor, 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 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 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 8.0611.6. (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 Securityholders 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 mailed.the Rating Agency and each Series Enhancer. Section 11.9

Successor Trustee. Any successor trustee appointed as provided in Section 8.07 9.7 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the 128 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 8.069.6. 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 Xxxxx'x and S&P. 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 9.7 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 8.069.6. 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 Xxxxx'x and S&P. 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 5.08 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 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, its appointment shall not adversely affect the then current rating of the Certificates and such successor trustee 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 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 (other than any Mortgage Files at the time held by a Custodian, which shall become the agent of any successor trustee named 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 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 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 Xxxxxxx 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 Certificateholders be mailed to the Rating Agencies and to each Certificateholder and the Class C 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 9.7 shall execute, acknowledge and deliver to the Depositor, the Certificate Insurer, the Transferor, 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, Loan 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 8.069.6. 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 Xxxxx'x and S&P. 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 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. 105 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 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 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. (a) Any successor trustee appointed as provided in Section 8.07 11.7 shall execute, acknowledge and deliver to the Transferor, 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 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 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 8.0611.6. (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 mailed.the Rating Agency and each Series Enhancer. Section 11.9

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 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 Xxxxx'x. 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 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.. 101

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 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 mailedAgency.

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 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 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 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 Agenciesrating agencies then rating the Certificates. 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 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 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 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 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 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 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. 103 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 Register, (ii) the Rating AgenciesAgencies and (iii) the Certificate Insurer. 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 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 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 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. 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.. 128

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 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. Section 8.09.

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.131

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.106

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

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. 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 Register, (ii) the Rating AgenciesAgency and (iii) the Certificate Insurer. 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 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 Securities at their addresses as shown in the Certificate Register Security Register, to the Security 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 shall execute, acknowledge and deliver to the Servicer and 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 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, 103 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. 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 Trustee appointed as provided in pursuant to Section 8.07 10.9 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. 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, 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 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. 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 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 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 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. 148 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.114

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 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 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 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.. 106

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 101 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 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 Xxxxxxx 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. 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 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. 109 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 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, 117 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.